Covenants of Investor. Section 5.1
Covenants of Investor. Section 5.1 COMPLIANCE WITH LAW; TRADING IN SECURITIES. Investor's trading activities with respect to shares of the Common Stock will be in compliance with all applicable state and federal securities laws, rules and regulations and the rules and regulations of FINRA and the Principal Market on which the Common Stock is listed or quoted.
Section 5.2 SHORT SALES AND CONFIDENTIALITY. Neither Investor nor any affiliate of the Investor acting on its behalf or pursuant to any understanding with it will execute any Short Sales during the period from the date hereof to the end of the Commitment Period. For the purposes hereof, and in accordance with Regulation SHO, the sale after delivery of a Put Notice of such number of shares of Common Stock reasonably expected to be purchased under a Put Notice shall not be deemed a Short Sale. Other than to other Persons party to this Agreement, Investor has maintained the confidentiality of all disclosures made to it in connection with this transaction (including the existence and terms of this transaction).
Covenants of Investor. Section 5.1 COMPLIANCE WITH LAW; TRADING IN SECURITIES. Investor's trading activities with respect to shares of the Common Stock will be in compliance with all applicable state and federal securities laws, rules and regulations and the rules and regulations of FINRA and the Principal Market on which the Common Stock is listed or quoted.
Covenants of Investor. Investor agrees that, unless the Company --------------------- otherwise agrees in writing, during the Restricted Period (unless another period is expressly provided for in this Section 9) Investor will do the following:
Covenants of Investor. 11 6.1 Standstill Provision............................................ 11 6.2
Covenants of Investor. The Investor hereby covenants and agrees with the Company:
Covenants of Investor. The Investor agrees to use its best efforts to ensure that the rights granted hereunder are effective and that the parties hereto enjoy the benefits thereof. The Investor will not, by any voluntary action, nor will it permit its Affiliates to, avoid or seek to avoid the observance or performance of any of the terms to be performed hereunder by the Investor, but will at all times in good faith assist in the carrying out of all of the provisions of this Agreement. Without limiting the generality of the foregoing, the Investor hereby agrees and covenants that, during the period from the date of this Agreement until the Expiration Date, the Investor will not (i) grant any proxy, power-of-attorney or other authorization in or with respect to the Investor Shares inconsistent with the provisions of Section 2 or (ii) deposit any of the Investor Shares into a voting trust or enter into a voting agreement or arrangement with respect to any of the Investor Shares.
Covenants of Investor. 11 6.1 Standstill Provision............................................... 11 6.2 Agreement Not to Sell.............................................. 11 6.3 Market Stand-Off Provision......................................... 12
Covenants of Investor. Each Investor hereby covenants to the Company and the Acquirer as follows:
Covenants of Investor. Investor hereby covenants and agrees with --------------------- SyQuest, as follows:
a. Neither Investor nor any of its affiliates nor any person acting on its or their behalf will at any time offer or sell any Preferred Shares, the Warrant or any Converted Stock other than pursuant to registration under the 1933 Act or pursuant to an available exemption therefrom.
b. Investor will agree not to convert its Preferred Stock for a maximum period of sixty days following a successful public offering of the Common Stock in excess of $25,000,000 in a single transaction, if all other convertible security holders are bound by the same restriction.
c. Investor shall use a form of notice in substantially the same form as attached hereto as Exhibit E in order to convert its Preferred Shares and to provide notice of such conversion to SyQuest.
