Rule 10b-18 definition

Rule 10b-18 means Rule 10b-18 promulgated under the Exchange Act (or any successor rule thereto).

Rule 10b-18 means Rule 10b-18 promulgated under the Exchange Act (or any successor rule thereto). “SEC” means the Securities and Exchange Commission.

Rule 10b-18 means Rule 10b-18 as promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

Examples of Rule 10b-18 in a sentence

• We understand that you will use this information in calculating trading volume for purposes of Rule 10b-18.

• Neither the Adviser nor the Administrator has taken, nor will take, directly or indirectly, without giving effect to any activities by the Sales Agent, any action designed, or that would reasonably be expected, to cause or result in, or which constitutes, the stabilization or manipulation of the price of the Securities, other than activity permitted pursuant to Rule 10b-18 under the 1934 Act.

• The Company has not taken, nor will it take, directly or indirectly, without giving effect to any activities by the Sales Agent, any action designed, or that would reasonably be expected, to cause or result in, or that constitutes, any stabilization or manipulation of the price of the Securities, other than activity permitted pursuant to Rule 10b-18 under the 1934 Act.

• Other than permitted activity pursuant to Regulation M and Rule 10b-18, neither the Manager nor any of its affiliates have taken, directly or indirectly, any action that is designed to or that has constituted or that would reasonably be expected to cause or result in, or which has constituted, under the Act, the Exchange Act or otherwise, the stabilization or manipulation of the price of any security of the Company to facilitate the sale or resale of the Offered Securities.

• During this time, any such purchases by Counterparty shall be made through GS&Co., or if not through GS&Co., with the prior written consent of GS&Co., and in compliance with Rule 10b-18 or otherwise in a manner that Counterparty and GS&Co. believe is in compliance with applicable requirements.

More Definitions of Rule 10b-18

Rule 10b-18 has the meaning specified in Section 3(c).

Rule 10b-18. With the cooperation of Counterparty, First Union undertakes to use its best efforts to satisfy the conditions of Rule 10b-18 under the Securities Act, to the extent applicable, in establishing its initial hedge.

Rule 10b-18 means Rule 10b-18 promulgated under the Exchange Act (or any successor rule thereto). “SEC” means the Securities and Exchange Commission. “Securities Act” means the Securities Act of 1933, as amended. “Seller” has the meaning set forth in the first paragraph hereto. “Seller Termination Share Purchase Period” has the meaning set forth in Section 7.03. “Settlement Date” means (i) if Section 3.01(a)(i) is applicable, the fourth Business Day following the Valuation Completion Date; (ii) if settlement in cash is applicable pursuant to Section 3.01(d), the date of such cash payment determined in accordance with Section 3.01(d)(ii); (iii) if Section 3.01(e) is applicable, the Business Day immediately following the day on which the Seller informs the Purchaser, pursuant to Annex A hereto, of the number of Private Placement Shares required to be delivered; and (iv) if Section 3.01(f) is applicable, each of the dates so advised by the Seller pursuant to Annex B hereto. “Settlement Number” means a number of shares of Common Stock, rounded down to the nearest integer and which number may be negative, equal to (i) the Valuation Number minus (ii) the Initial Number of Shares. “Settlement Purchase Amount” means an amount in cash equal to (i) the absolute value of the Settlement Number multiplied by (ii) the dollar volume weighted average price per share at which Seller or its designated affiliate executes purchases of shares of Common Stock during the Cash Settlement Purchase Period in respect of its hedge position for the Transaction. “Settlement Shares” has the meaning set forth in Section 3.01(b). “Share De-listing Event” has the meaning set forth in Section 7.01(c). “Successor Exchange” has the meaning set forth in Section 7.01(c). “Termination Amount” has the meaning set forth in Section 7.02(a). “Termination Event” has the meaning set forth in Section 14 of the Agreement. “Termination Price” means the value of an Alternative Termination Delivery Unit to the Seller (determined as provided in Annex A hereto). “Termination Settlement Date” has the meaning set forth in Section 7.03(a). “Trade Date” has the meaning set forth in Section 2.01. “Trading Day” means (x) any day (i) other than a Saturday, a Sunday or a day on which the Exchange is not open for business, (ii) during which trading of any securities of the Purchaser on any national securities exchange has not been suspended, (iii) during which there has not been, in the Seller’s judgment, a material

Rule 10b-18 has purchased any Shares pursuant to the once-a-week block exception set forth in Rule 10b-18(b)(4) under the Exchange Act during the four calendar weeks preceding the date hereof and during the week in which the date hereof occurs;

Rule 10b-18 means Rule 10b-18 under the Exchange Act. 7(b).

Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or (B) in its commercially reasonable judgment, due to the occurrence of five or more Disrupted Days or to the lack of sufficient liquidity in the Shares on any Exchange Business Day during the Unwind Period, (iii) to any Termination Settlement Date (as defined under “Termination Settlement” in Paragraph 7(g) below) and (iv) if the Final Date is a Settlement Date other than as the result of a valid Settlement Notice, in respect of such Settlement Date; provided, further, that, if Physical Settlement applies under clause (ii) immediately above, Dealer shall provide written notice to Counterparty at least one Scheduled Trading Day prior to the applicable Settlement Date.

Rule 10b-18 means Rule 10b-18 under the Exchange Act. “SEC” has the meaning specified in Annex A hereto. “Securities Act” means the Securities Act of 1933, as amended. “Settlement Amount” means (a) the Purchase Price minus (b) the product of (i) the Number of Initial Shares and (ii) the Settlement Price, minus (c) the Dividend Amount hereunder. “Settlement Date” means the fourth Trading Day immediately following the last day of the Pricing Period. “Settlement Price” means the average price per share of Common Stock paid by Citigroup to purchase the Number of Initial Shares during the Pricing Period. “Share Cap” means, as of any date of determination, two (2) times the Number of Initial Shares minus the number of shares of Common Stock delivered by the Company to Citigroup on or prior to such date hereunder (in each case subject to adjustment pursuant to Section VI(b) and VIII). “Trading Day” means any day (i) other than a Saturday, a Sunday or a Disrupted Day, and (ii) on which the Exchange is open for trading during its regular trading session, notwithstanding the Exchange closing prior to its scheduled closing time. “Transaction” means the transaction contemplated by this Letter Agreement. 3