Investor Covenant. Investor hereby agrees that, from the date of this Subscription Agreement, none of Investor, its controlled affiliates, or any person or entity acting on behalf of Investor or any of its controlled affiliates or pursuant to any understanding with Investor or any of its controlled affiliates will engage in any Short Sales with respect to securities of Issuer prior to the Additional Closing Date. For purposes of this Section 9, “Short Sales” shall include, without limitation, all “short sales” as defined in Rule 200 promulgated under Regulation SHO under the Exchange Act, and all types of direct and indirect stock pledges (other than pledges in the ordinary course of business as part of prime brokerage arrangements), forward sale contracts, options, puts, calls, swaps and similar arrangements (including on a total return basis), and sales and other transactions through non-U.S. broker dealers or foreign regulated brokers. Notwithstanding the foregoing, (i) nothing herein shall prohibit other entities under common management with Investor that have no knowledge of this Subscription Agreement or of Investor’s participation in the Transaction (including Investor’s controlled affiliates and/or affiliates) from entering into any Short Sales and (ii) in the case of an Investor that is a multi-managed investment vehicle whereby separate portfolio managers manage separate portions of such Investor’s assets and the portfolio managers have no knowledge of the investment decisions made by the portfolio managers managing other portions of such Investor’s assets, the covenant set forth above shall only apply with respect to the portion of assets managed by the portfolio manager that made the investment decision to purchase the Shares covered by this Subscription Agreement.
Investor Covenant. (i) Each Investor shall notify the Investors and the Company of any and/or all changes to any of its beneficial ownership of Company Common Stock, Series A-1 Preferred Stock of the Company and/or Series A-2 Preferred Stock of the Company within four (4) days of such change occurring and shall, upon request, provide such additional information as required for the Investors to satisfy their respective reporting obligations pursuant to Section 13(d) of the Securities and Exchange Act of 1934, or any successor provision thereof. Any report that each Investor files with or furnishes to the Securities and Exchange Commission (“SEC”) and which report is made publicly available on the SEC’s XXXXX system within four (4) days of such change occurring shall be deemed to constitute prompt notification pursuant to this Section 5(b) by such filing or furnishing Investor of changes in ownership described in such report.
Investor Covenant. The Investor hereby agrees that, from the date of this Subscription Agreement, none of the Investor, its controlled affiliates, or any person or entity acting on behalf of the Investor or any of its controlled affiliates or pursuant to any understanding with the Investor or any of its controlled affiliates will engage in any Short Sales with respect to securities of Arena prior to the Closing. For purposes of this Section 8, “Short Sales” shall include, without limitation, all “short sales” as defined in Rule 200 promulgated under Regulation SHO under the Exchange Act, and all types of direct and indirect stock pledges (other than pledges in the ordinary course of business as part of prime brokerage arrangements), forward sale contracts, options, puts, calls, swaps and similar arrangements (including on a total return basis), and other similar transactions through non-U.S. broker dealers or foreign regulated brokers.
Investor Covenant. Investor agrees that, from the date of this Subscription Agreement, none of Investor, its controlled affiliates, or any person or entity acting on behalf of Investor or any of its controlled affiliates or pursuant to any understanding with Investor or any of its controlled affiliates will engage in any Short Sales with respect to securities of SPAC prior to the date that is thirty-six (36) months following the Closing Date. For purposes of this Section 10, “Short Sales” shall include, without limitation, all “short sales” as defined in Rule 200 promulgated under Regulation SHO under the Exchange Act, and all types of direct and indirect stock pledges (other than pledges in the ordinary course of business as part of prime brokerage arrangements), forward sale contracts, options, puts, calls, swaps and similar arrangements (including on a total return basis), and sales and other transactions through non-U.S. broker dealers or foreign regulated brokers. Notwithstanding the foregoing, (i) nothing in this Subscription Agreement shall prohibit other entities under common management with Investor that have no knowledge of this Subscription Agreement or of Investor’s participation in the Transaction (including Investor’s controlled affiliates and/or affiliates) from entering into any Short Sales and (ii) in the case of an Investor that is a multi-managed investment vehicle whereby separate portfolio managers manage separate portions of such Investor’s assets and the portfolio managers have no knowledge of the investment decisions made by the portfolio managers managing other portions of such Investor’s assets, the covenant set forth above shall only apply with respect to the portion of assets managed by the portfolio manager that made the investment decision to purchase the Shares covered by this Subscription Agreement.
Investor Covenant. Investor agrees that upon the Company's selection of a candidate for the position of Chief Executive Officer, Investor will use its best efforts to expand the number of members of the Board of Directors to seven (7) and to nominate and elect such Chief Executive Officer to the Board as a representative of the Common Stock. Investor further agrees that at all times it will use its best efforts to ensure that Xxxxxxx X. Xxxxxxxxx and Xxxxx X. Xxxxxx are elected to the Board of Directors as representatives of the Common Stock; provided, however, that the Investor's obligation to use its best efforts to ensure that such persons are elected to the Board of Directors will terminate (i) with respect to both Xx. Xxxxxx and Xx. Xxxxxxxxx, upon the closing of the Company's Initial Public Offer or (ii) with respect to either Xx. Xxxxxx or Xx. Xxxxxxxxx, as the case may be, when such person is no longer an employee of or a consultant to the Company.
Investor Covenant. The Company may be required to file reports with the Bureau of Economic Analysis (the “BEA”) of the US Commerce Department when a US affiliate of a foreign Investor if such foreign Investor, together with its affiliates, directly or indirectly controls ten percent (10%) or more of the voting securities of the Company. Such foreign Investor that is a foreign individual or entity or a US subsidiary or affiliate of a foreign parent covenants to provide information necessary for the Company to comply with BEA filings required under the International Investment and Trade in Services Act.
Investor Covenant. For as long as any Shares or Warrants are outstanding, the Subscriber covenants and agrees not to hold a “short” position in the Company’s Common Stock.
Investor Covenant. Investor hereby agrees that, from the date of this Subscription Agreement, none of Investor or any person or entity acting on behalf of Investor or pursuant to any understanding with Investor will engage in any Short Sales with respect to securities of AONE prior to the Closing. For purposes of this Section 9 “Short Sales” shall include, without limitation, all “short sales” as defined in Rule 200 promulgated under Regulation SHO under the Exchange Act, and all types of direct and indirect stock pledges (other than pledges in the ordinary course of business as part of prime brokerage arrangements), forward sale contracts, options, puts, calls, swaps and similar arrangements (including on a total return basis), and sales and other transactions through non-U.S. broker dealers or foreign regulated brokers. Notwithstanding the foregoing, (i) nothing herein shall prohibit other entities under common management with Investor that have no knowledge of this Subscription Agreement or of Investor’s participation in the Transaction or PIPE Investment (including Investor’s controlled affiliates and/or affiliates) from entering into any Short Sales and (ii) in the case of an Investor that is a multi-managed investment vehicle whereby separate portfolio managers manage separate portions of such Investor’s assets and the portfolio managers have no knowledge of the investment decisions made by the portfolio managers managing other portions of such Investor’s assets, the covenant set forth above shall only apply with respect to the portion of assets managed by the portfolio manager that made the investment decision to purchase the Shares covered by this Subscription Agreement.
Investor Covenant. Upon written request by the Company annually, or more frequently if reasonably required to assist the Company in its compliance with applicable laws, each Investor will update the information about it provided in Section 9.1 herein and promptly respond to informational requests for similar information (such as information relating to the Investor’s limited partners, shareholders, management and other related information) in each case to the best of its information and belief; provided, however, that nothing herein shall be construed as a restriction or limitation of any sort on the ability of any Investor to change its organizational structure or ownership, which an Investor may do in its sole discretion.
Investor Covenant. With respect to the Cash Collateral Account Control Agreement, each Buyer acknowledges that it is entitled to order or instruct the Cash Collateral Custodian with respect to the sale, transfer or redemption of all or part of the Cash Collateral (as such term is defined in the Cash Collateral Account Control Agreement) and the remittance of proceeds thereof, if any, to such Buyer; provided however, that each Buyer hereby agrees that any such order or instruction that it may issue to the Cash Collateral Custodian shall be made only once and solely with respect to such Buyer’s pro rata share of the amount thereof (based on the original amount of Cash Collateral plus all interest, dividends and earnings with respect thereto).
