MNPI Cleansing Sample Clauses
The MNPI Cleansing clause governs the process by which material non-public information (MNPI) is rendered public or otherwise no longer considered confidential. Typically, this clause outlines the steps or events—such as public disclosures, press releases, or regulatory filings—that result in previously sensitive information being 'cleansed' and thus available for broader use or discussion. Its core practical function is to ensure that parties are aware of when information restrictions are lifted, thereby reducing the risk of inadvertent insider trading or breaches of confidentiality obligations.
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MNPI Cleansing. Any time after the expiration or termination of the Agreement, the Company hereby agrees that promptly (and, in any event, not later than sixty (60) days) upon the reasonable request of the Manager, the Company shall issue a public press release or file with the Securities and Exchange Commission a Current Report on Form 8-K, an Annual Report on Form 10-K (or an amendment thereto), or a Quarterly Report on Form 10-Q (or an amendment thereto) containing any material non-public confidential information, if any, that has been disclosed to Manager. Notwithstanding the foregoing, the Company shall not be obligated to issue any such public press release or file with the Securities and Exchange Commission a Current Report on Form 8-K, an Annual Report on Form 10-K (or an amendment thereto), or a Quarterly Report on Form 10-Q (or an amendment thereto), if the Board determines that doing so would not be in the best interest of the Company.
MNPI Cleansing. Section 11 shall be deleted in its entirety and replaced with the below text: MNPI Cleansing. Issuer covenants and agrees not to provide any material non-public information to any of the Subscribers, other than (i) information related to negotiations of this PIPE Agreement and (ii) the information described in Section 1(c) and Section 1(d) unless the Chief Compliance Officer of the investment manager and/or advisor of such Subscriber first consents to the disclosure in writing and agrees to restrict trading of such Subscriber until cleansed. Issuer covenants and agrees that it will use commercially reasonable efforts to promptly (and, in the event the disclosure has first been consented to in writing pursuant to the preceding sentence, no later than the date agreed to in such consent) file or furnish on Form 8-K or widely disseminate a press release disclosing in full any material nonpublic information that has been disclosed to such Subscriber (including, in particular, the information described in Section 1(c)).
MNPI Cleansing. Issuer covenants and agrees not to provide any material non-public information to the Subscribers, other than (i) information related to negotiations of this PIPE Agreement and (ii) the information described in Section 1(c) and Section 1(d). Issuer covenants and agrees that it will use commercially reasonable efforts to promptly file or furnish on Form 8-K or widely disseminate a press release disclosing in full any material non-public information that has been disclosed to such Subscriber (including, in particular, the information described in Section 1(c)).