Common use of Trading Window Compliance Clause in Contracts

Trading Window Compliance. The Shareholders acknowledge ------------------------- that VeriSign maintains an Xxxxxxx Xxxxxxx Compliance Program and an Xxxxxxx Xxxxxxx Policy, as such may be amended (the "VERISIGN TRADING POLICY") and that the VeriSign Trading Policy requires that those directors, officers, employees and other persons whom VeriSign reasonably determines to be "Access Persons" or otherwise subject to the "trading window" and pre-clearance requirements of the VeriSign Trading Policy (and members of their immediate families and households) are permitted to effect trades in VeriSign securities: (i) only during those specified time periods ("TRADING WINDOWS") in which such persons are permitted to make sales, purchases or other trades in VeriSign's securities under the "trading window" provisions of the VeriSign Trading Policy; and (ii) only after pre-clearance of such sales, purchases or other trades with VeriSign's Compliance Officer (as defined in the VeriSign Trading Policy). If a Holder is or becomes subject to the "trading window" and/or "pre-clearance" provisions of the VeriSign Trading Policy described above, then, notwithstanding anything herein to the contrary (including without limitation the provisions of Section 1.5.7), such Holder may sell, transfer and dispose of Registrable Securities only during those trading windows during which such VeriSign Access Persons are permitted to effect trades in VeriSign stock under the VeriSign Trading Policy and only after pre-clearing such trades with VeriSign's Compliance Officer as provided in the VeriSign Trading Policy. When and if applicable, VeriSign shall notify Holders in writing of the commencement or expiration of each trading window not clearly scheduled pursuant to the VeriSign Trading Policy 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 (Verisign Inc/Ca)

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Trading Window Compliance. The Shareholders Holders acknowledge that the ------------------------- that VeriSign maintains an Parent Xxxxxxx Xxxxxxx Compliance Program and an Xxxxxxx Xxxxxxx Policy, as such may be amended from time to time, a current copy of which has been provided to the Company prior to the Closing (the 58 "VERISIGN TRADING POLICYParent Trading Policy") and that the VeriSign Trading Policy requires that those directors, officers, officers and employees of Parent and its subsidiaries and those other persons whom VeriSign reasonably Parent determines to be "Access PersonsPersonnel" or otherwise subject to the "trading window" and pre-pre- clearance requirements of the VeriSign Parent Trading Policy (and members of their immediate families and households) are permitted to effect trades in VeriSign 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 VeriSignParent's securities under the "trading window" provisions of the VeriSign Parent Trading Policy; and (ii) only after pre-clearance of such sales, purchases or other trades with VeriSignParent's Xxxxxxx Xxxxxxx Compliance Officer (as defined in the VeriSign Trading Policy)Officer. If a Holder is or becomes subject to the "trading window" and/or "pre-clearance" provisions of the VeriSign Parent Trading Policy described above, then, notwithstanding anything herein to the contrary (including without limitation the provisions of Section 1.5.7)contrary, such Holder may sell, transfer and dispose of Registrable Securities only during those trading windows during which such VeriSign Parent Access Persons Personnel are permitted to effect trades in VeriSign Parent stock under the VeriSign Parent Trading Policy and only after pre-clearing such trades with VeriSignParent's Xxxxxxx Xxxxxxx Compliance Officer as provided in the VeriSign Parent Trading Policy. When and if applicable, VeriSign shall notify Holders in writing of the commencement or expiration of each trading window not clearly scheduled pursuant to the VeriSign Trading Policy within at least one (1) trading day prior to the commencement or expiration of such trading window, as applicable.

Appears in 1 contract

Samples: Merger Agreement (Interwoven Inc)

Trading Window Compliance. The Shareholders Holders acknowledge ------------------------- that VeriSign HNC maintains an Xxxxxxx Xxxxxxx Compliance Program and an Xxxxxxx Xxxxxxx Policy, as such may be amended (the "VERISIGN HNC TRADING POLICY") and that the VeriSign HNC Trading Policy requires that those directors, officers, employees and other persons whom VeriSign reasonably HNC determines to be "Insiders" or "Access PersonsPersonnel" or otherwise subject to the "trading window" and pre-clearance requirements of the VeriSign HNC Trading Policy (and members of their immediate families and households) are permitted to effect trades in VeriSign 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 VeriSignHNC's securities under the "trading window" provisions of the VeriSign HNC Trading Policy; and (ii) only after pre-clearance of such sales, purchases or other trades with VeriSignHNC's Xxxxxxx Xxxxxxx Compliance Officer (as defined in Officer. It is not anticipated that any of the VeriSign Trading Policy). If a Holder is or becomes Holders will be subject to the "trading window" and/or "pre-clearance" provisions of the VeriSign HNC Trading Policy described above, but if any Holder does become subject to such provisions then, notwithstanding anything herein to the contrary contrary, (including without limitation the provisions of Section 1.5.7), i) such Holder may sell, transfer and or dispose of Registrable Securities only during those trading windows during which such VeriSign HNC "Insiders" or "Access Persons Personnel" are permitted to effect trades in VeriSign HNC stock under the VeriSign HNC Trading Policy and only after pre-clearing such trades with VeriSignHNC's Xxxxxxx Xxxxxxx Compliance Officer as provided in the VeriSign HNC Trading Policy. When , and (ii) if applicablethe effect of subpart (i) is to defer or interrupt the Permitted Window for such Holder, VeriSign shall notify Holders in writing then the Permitted Window for such Holder will be extended by a period of time sufficient to provide the commencement or expiration of each trading window not clearly scheduled pursuant to the VeriSign Trading Policy within Holder with at least one (1) 22 trading day prior to the commencement or expiration of days in such trading window, as applicableHolder's Permitted Window.

Appears in 1 contract

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

Trading Window Compliance. The Shareholders Holders acknowledge ------------------------- that VeriSign maintains an the Acquirer Xxxxxxx Xxxxxxx Compliance Program and an Xxxxxxx Xxxxxxx 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 "VERISIGN TRADING POLICYAcquirer Trading Policy") and that the VeriSign Trading Policy requires that those directors, officers, officers and employees of Acquirer and its subsidiaries and those other persons whom VeriSign reasonably Acquirer determines to be "Access PersonsPersonnel" or otherwise subject to the "trading window" and pre-clearance requirements of the VeriSign Acquirer Trading Policy (and members of their immediate families and households) are permitted to effect trades in VeriSign Acquirer 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 VeriSignAcquirer's securities under the "trading window" provisions of the VeriSign Acquirer Trading Policy; and (ii) only after pre-clearance of such sales, purchases or other trades with VeriSignAcquirer's Xxxxxxx Xxxxxxx Compliance Officer (as defined in the VeriSign Trading Policy)Officer. If a Holder is or becomes subject to the "trading window" and/or "pre-clearance" provisions of the VeriSign Acquirer Trading Policy described above, then, notwithstanding anything herein to the contrary (including without limitation the provisions of Section 1.5.7)contrary, such Holder may sell, transfer and dispose of Registrable Securities only during those trading windows during which such VeriSign Acquirer Access Persons Personnel are permitted to effect trades in VeriSign Acquirer stock under the VeriSign Acquirer Trading Policy and only after pre-clearing such trades with VeriSignAcquirer's Xxxxxxx Xxxxxxx Compliance Officer as provided in the VeriSign Acquirer Trading Policy. When and if applicable, VeriSign shall notify Holders in writing of the commencement or expiration of each trading window not clearly scheduled pursuant to the VeriSign Trading Policy within at least one (1) trading day prior to the commencement or expiration of such trading window, as applicable.

Appears in 1 contract

Samples: Merger Agreement (Interwoven Inc)

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Trading Window Compliance. The Shareholders Holders acknowledge that the ------------------------- that VeriSign maintains an Parent Xxxxxxx Xxxxxxx Compliance Program and an Xxxxxxx Xxxxxxx 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 "VERISIGN TRADING POLICYParent Trading Policy") and that the VeriSign Trading Policy requires that those directors, officers, officers and employees of Parent and its subsidiaries and those other persons whom VeriSign reasonably Parent determines to be "Access PersonsPersonnel" or otherwise subject to the "trading window" and pre-clearance requirements of the VeriSign Parent Trading Policy (and members of their immediate families and households) are permitted to effect trades in VeriSign 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 VeriSignParent's securities under the "trading window" provisions of the VeriSign Parent Trading Policy; and (ii) only after pre-clearance of such sales, purchases or other trades with VeriSignParent's Xxxxxxx Xxxxxxx Compliance Officer (as defined in the VeriSign Trading Policy)Officer. If a Holder is or becomes subject to the "trading window" and/or "pre-clearance" provisions of the VeriSign Parent Trading Policy described above, then, notwithstanding anything herein to the contrary (including without limitation the provisions of Section 1.5.7)contrary, such Holder may sell, transfer and dispose of Registrable Securities only during those trading windows during which such VeriSign Parent Access Persons Personnel are permitted to effect trades in VeriSign Parent stock under the VeriSign Parent Trading Policy and only after pre-clearing such trades with VeriSignParent's Xxxxxxx Xxxxxxx Compliance Officer as provided in the VeriSign Parent Trading Policy. When and if applicable, VeriSign shall notify Holders in writing of the commencement or expiration of each trading window not clearly scheduled pursuant to the VeriSign Trading Policy within at least one (1) trading day prior to the commencement or expiration of such trading window, as applicable.

Appears in 1 contract

Samples: Merger Agreement (Interwoven Inc)

Trading Window Compliance. The Shareholders acknowledge ------------------------- Holder acknowledges that VeriSign maintains an Xxxxxxx Xxxxxxx Compliance Program Buyer’s Procedures and an Xxxxxxx Xxxxxxx PolicyGuidelines Governing Securities Trades by Company Personnel, as such may be amended from time to time, a current copy of which is attached hereto as Exhibit A (the "VERISIGN TRADING POLICY"“Buyer Trading Policy”) and that the VeriSign Trading Policy requires that those directors, officers, officers and employees of Buyer and its Subsidiaries and those other persons (including the Holder) whom VeriSign reasonably Buyer determines to be "Access Persons" Person[s]” or otherwise subject to the "trading window" and pre-clearance requirements of the VeriSign Buyer Trading Policy (and members of their immediate families and households) are permitted to effect trades in VeriSign Buyer securities: (i) only during those specified time periods ("TRADING WINDOWS"“trading windows”) in which such persons are permitted to make sales, purchases or other trades in VeriSign's Buyer’s securities under the "trading window" provisions of the VeriSign Buyer Trading Policy; and (ii) only after pre-clearance of such sales, purchases or other trades with VeriSign's Buyer’s Xxxxxxx Xxxxxxx Compliance Officer (as defined in the VeriSign Trading Policy)Officer. If a the Holder is or becomes subject to the "trading window" and/or "pre-clearance" provisions of the VeriSign Buyer Trading Policy described above, then, notwithstanding anything herein to the contrary (including without limitation contrary, the provisions of Section 1.5.7), such Holder may sell, transfer and dispose of Registrable Securities only during those trading windows during which such VeriSign Buyer Access Persons Personnel are permitted to effect trades in VeriSign stock Buyer securities under the VeriSign Buyer Trading Policy and only after pre-clearing such trades with VeriSign's Buyer’s Xxxxxxx Xxxxxxx Compliance Officer as provided in the VeriSign Buyer Trading Policy. When and if applicable, VeriSign shall notify Holders in writing of the commencement or expiration of each trading window not clearly scheduled pursuant to the VeriSign Trading Policy 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 (Interwoven Inc)

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