Common use of Trading Window Compliance Clause in Contracts

Trading Window Compliance. The Holders acknowledge that HNC maintains an Insixxx Xxxxxxx Xxxpliance Program and an Insixxx Xxxxxxx Xxxicy, as such may be amended (the "HNC TRADING POLICY") and that the HNC Trading Policy requires that those directors, officers, employees and other persons whom HNC determines to be "Access Personnel" or otherwise subject to the "trading window" and pre-clearance requirements of the HNC Trading Policy (and members of their immediate families and households) are permitted to effect trades in HNC securities: (i) only during those specified time periods ("TRADING WINDOWS") in which such persons are permitted to make sales, purchases or other trades in HNC's securities under the "trading window" provisions of the HNC Trading Policy; and (ii) only after pre-clearance of such sales, purchases or other trades with HNC's Insixxx Xxxxxxx Xxxpliance Officer. If a Holder is or becomes subject to the "trading window" and/or "pre-clearance" provisions of the HNC Trading Policy described above, then, notwithstanding anything herein to the contrary, such Holder may sell, transfer and dispose of Registrable Securities only during those trading windows during which such HNC Access Personnel are permitted to effect trades in HNC stock under the HNC Trading Policy and only after pre-clearing such trades with HNC's Insixxx Xxxxxxx Xxxpliance Officer as provided in the HNC Trading Policy.

Appears in 2 contracts

Samples: Registration Rights Agreement (HNC Software Inc/De), Registration Rights Agreement (HNC Software Inc/De)

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Trading Window Compliance. The Holders Stockholders acknowledge that HNC maintains an Insixxx Xxxxxxx Xxxpliance Program and an Insixxx Xxxxxxx Xxxicy, as such may be amended (the "HNC TRADING POLICY") and that the HNC Trading Policy requires that those directors, officers, employees and other persons whom HNC determines to be "Access Personnel" or otherwise subject to the "trading window" and pre-clearance requirements of the HNC Trading Policy (and members of their immediate families and households) are permitted to effect trades in HNC securities: (i) only during those specified time periods ("TRADING WINDOWS") in which such persons are permitted to make sales, purchases or other trades in HNC's securities under the "trading window" provisions of the HNC Trading Policy; and (ii) only after pre-clearance of such sales, purchases or other trades with HNC's Insixxx Xxxxxxx Xxxpliance Officer. If a Holder is or becomes subject to the "trading window" and/or "pre-clearance" provisions of the HNC Trading Policy described above, then, notwithstanding anything herein to the contrarycontrary (including without limitation the provisions of Section 1.2(h) and Section 1.2(j)), such Holder may sell, transfer and dispose of Registrable Securities only during those trading windows during which such HNC Access Personnel are permitted to effect trades in HNC stock under the HNC Trading Policy and only after pre-clearing such trades with HNC's Insixxx Xxxxxxx Xxxpliance Officer as provided in the HNC Trading Policy. When and if applicable, HNC shall notify Holders in writing of the commencement or expiration of each trading window within at least one (1) trading day prior to the commencement or expiration of such trading window, as applicable.

Appears in 1 contract

Samples: Registration Rights Agreement (HNC Software Inc/De)

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Trading Window Compliance. The Holders acknowledge that HNC maintains an Insixxx the ------------------------- Parent Xxxxxxx Xxxpliance Xxxxxxx Compliance Program and an Insixxx Xxxxxxx XxxicyXxxxxxx Policy, as such may be amended from time to time, a current copy of which has been provided to Company prior to the Closing (the "HNC TRADING POLICYParent Trading Policy") and that the HNC Trading Policy requires that those directors, officers, officers and employees of Parent and its subsidiaries and those other persons whom HNC Parent determines to be "Access Personnel" or otherwise subject to the "trading window" and pre-clearance requirements of the HNC Parent Trading Policy (and members of their immediate families and households) are permitted to effect trades in HNC Parent securities: (i) only during those specified time periods ("TRADING WINDOWStrading windows") in which such persons are permitted to make sales, purchases or other trades in HNCParent's securities under the "trading window" provisions of the HNC Parent Trading Policy; and (ii) only after pre-clearance of such sales, purchases or other trades with HNCParent's Insixxx Xxxxxxx Xxxpliance Xxxxxxx Compliance Officer. If a Holder is or becomes subject to the "trading window" and/or "pre-clearance" provisions of the HNC Parent Trading Policy described above, then, notwithstanding anything herein to the contrary, such Holder may sell, transfer and dispose of Registrable Securities only during those trading windows during which such HNC Parent Access Personnel are permitted to effect trades in HNC Parent stock under the HNC Parent Trading Policy and only after pre-clearing such trades with HNCParent's Insixxx Xxxxxxx Xxxpliance Xxxxxxx Compliance Officer as provided in the HNC Parent Trading Policy.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Interwoven Inc)

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