Trading in Common Stock. Since August 1, 2007 the Investor has not executed, and during the period between August 1, 2007 and the Closing the Investor will not execute, any purchase or sale of the Common Stock or any short sales. For purposes of this clause (g), the term short sale means all types of direct and indirect stock pledges, forward sale contacts, options, puts, calls, short sales, swaps (including on a total return basis), and any other similar transactions whether or not having the effect of hedging any position in the Common Stock.
Trading in Common Stock. With respect to any Buyer, for so long as such Buyer owns any Notes, such Buyer shall not maintain a Net Short Position. For purposes of this Section, a "Net Short Position" by a Buyer means a position whereby such Buyer has executed one or more sales of Common Stock that is marked as a short sale and that is executed at a time when such Buyer has no equivalent offsetting long position in the Common Stock or contract for the foregoing. For purposes of determining whether a Buyer has an equivalent offsetting long position in the Common Stock, all Common Stock (i) that is owned by such Buyer or (ii) that would be issuable upon conversion or exercise in full of all Securities then held by such Buyer (assuming that such Securities were then fully convertible or exercisable, notwithstanding any provisions to the contrary, and giving effect to any conversion or exercise price adjustments that would take effect given only the passage of time) shall be deemed to be held long by such Buyer.
Trading in Common Stock. For so long as such Buyer owns any Securities, such Buyer shall not maintain a Net Short Position. For purposes of this Section, a "Net Short Position" by a person means a position whereby such person has executed one or more sales of Common Stock that is marked as a short sale and that is executed at a time when such Buyer has no equivalent offsetting long position in the Common Stock or contract for the foregoing. For purposes of determining whether a Buyer has an equivalent offsetting long position in the Common Stock, all Common Stock (i) that is owned by such Buyer, (ii) that may be issued pursuant to the terms of the Certificate of Designations and/or the Warrants to the Buyer or (iii) that would be issuable upon conversion or exercise in full of all securities of the Buyer (including the Securities) then held by such Buyer (assuming that such securities were then fully convertible or exercisable, notwithstanding any provisions to the contrary, and giving effect to any conversion or exercise price adjustments that would take effect given only the passage of time) shall be deemed to be held long by such Buyer. Without limiting the foregoing, the Buyers may engage in hedging activities at various times during the period following the public announcement of the execution of this Agreement as provided in Section 4(i), and during the period that any Securities are outstanding.
Trading in Common Stock. For the period commencing on the date hereof and ending on the earlier of (i) the date that the New Conversion Shares and Warrant Shares (upon cashless exercise) may be resold without restriction pursuant to Rule 144 without the requirement to be in compliance with Rule 144(c)(1) and otherwise without restriction or limitation pursuant to Rule 144, or (ii) a registration statement for the resale of the New Conversion Shares and Warrant Shares is declared effective by the SEC, each Buyer, severally and not jointly with the other Buyers, covenants that neither it nor any affiliate acting on its behalf or pursuant to any understanding with it will execute any “short sales” as defined in Rule 200 of Regulation SHO under the Exchange Act), whether or not against the box, establish any “put equivalent position” (as defined in Rule 16a-l(h) under the 0000 Xxx) with respect to the Common Stock, or grant any other right (including any put or call option) with respect to the Common Stock or with respect to any security that includes, relates to or derived any significant part of its value from the Common Stock. For so long as each Buyer owns any Notes, such Buyer shall not maintain a Net Short Position. For purposes of this Section, a “Net Short Position” by a person means a position whereby such person has executed one or more sales of Common Stock that is marked as a short sale and that is executed at a time when such Buyer has no equivalent offsetting long position in the Common Stock or contract for the foregoing. For purposes of determining whether a Buyer has an equivalent offsetting long position in the Common Stock, all Common Stock (i) that is owned by such Buyer, (ii) that may be issued as Interest Shares pursuant to the terms of the Notes to the Buyer, or (iii) that would be issuable upon conversion or exercise in full of all Securities then held by such Buyer (assuming that such Securities were then fully convertible or exercisable, notwithstanding any provisions to the contrary, and giving effect to any conversion or exercise price adjustments that would take effect given only the passage of time) shall be deemed to be held long by such Buyer.
Trading in Common Stock. The Selling Stockholder consents to the Agent and the Forward Purchaser trading in the Company’s Common Shares for their own account and for the account of their clients at the same time as sales of Shares occur pursuant to this Agreement. Notwithstanding the foregoing, the Selling Stockholder is not responsible for the compliance by the Agent and the Forward Purchaser with laws and regulations (including Regulation M) that apply to the Agent and the Forward Purchaser with respect to any such trading.
Trading in Common Stock. (i) Each Buyer hereby agrees solely with the Company, severally and not jointly, and not with any other Buyer, for so long as such Buyer owns any Notes, such Buyer shall not (x) maintain a Net Short Position (as defined below) or (y) together with any of its affiliates or any other person acting on behalf of or pursuant to any understanding with such Buyer or its affiliates, sell shares of Common Stock received by such Buyer pursuant to a Company Conversion (as defined in the Notes) during any Trading Day in an amount, in the aggregate, exceeding 15% of the composite aggregate share trading volume as reported on Bloomberg (as defined in the Warrant) of the Common Stock measured at the time of each sale of Common Stock during such Trading Day.
Trading in Common Stock. Neither the Company nor any officer, director, affiliate, or other person acting on behalf of the Company or any such officer, director or affiliate has directly or indirectly engaged in the purchase or sale of the Common Stock (or any derivative interest thereof) during the period beginning fifteen (15) Trading Days (as defined in the Certificate of Designation) prior to the Closing Date and ending on the Closing Date.
Trading in Common Stock. Such Purchaser does not maintain a short position in the Common Stock as of the Closing Date. The Company acknowledges and agrees that no Purchaser makes or has made any representations or warranties with respect to the transactions contemplated hereby other than those specifically set forth in this Section 2.2.
Trading in Common Stock. During any Adjusted Market Price Measuring Period (as defined in the Notes), each Buyer hereby agrees, severally and not jointly, (i) to abide by any restrictions of Regulation M of the Securities Act applicable to such Buyer in connection with the transactions contemplated hereby and (ii) not to sell securities of the Company in an amount, in the aggregate, during any Trading Day in the Adjusted Market Price Measuring Period, exceeding 12% of the composite aggregate share trading volume (as reported by Bloomberg (as defined in the Notes)) for the Common Stock on such Trading Day. The Company hereby agrees not to, directly or indirectly, purchase securities of the Company during any Adjusted Market Price Measuring Period.
Trading in Common Stock. For so long as such Series A Holder owns any Securities, such Series A Holder shall not maintain a Net Short Position. For purposes of this Section, a "Net Short Position" by a person means a position whereby such person has executed one or more sales of Common Stock that is marked as a short sale and that is executed at a time when such Series A Holder has no equivalent offsetting long position in the Common Stock or contract for the foregoing. For purposes of determining whether a Series A Holder has an equivalent offsetting long position in the Common Stock, all Common Stock (i) that is owned by such Series A Holder, (ii) that may be issued pursuant to the terms of the Certificate of Designations to the Series A Holder or (iii) that would be issuable upon conversion or exercise in full of all securities of the Series A Holder (including the Securities) then held by such Series A Holder (assuming that such securities were then fully convertible or exercisable, notwithstanding any provisions to the contrary, and giving effect to any conversion or exercise price adjustments that would take effect given only the passage of time) shall be deemed to be held long by such Series A Holder. Without limiting the foregoing, the Series A Holders may engage in hedging activities at various times during the period following the public announcement of the execution of this Agreement as provided in Section 10(e), and during the period that any Securities are outstanding.
