Notice to Investors and Selling Restrictions Sample Clauses

Notice to Investors and Selling Restrictions. The purchase of Units is effected on the basis of this Prospectus, the Unit Trust Agreement and the Key Investor Information Document as well as the most recent annual and semi-annual reports. Only the information contained in the UCITS Documentation is authoritative. By acquiring Units in any Sub-Fund, an investor is deemed to have read, understood and approved such information. The Units are registered for distribution only in Liechtenstein and the countries listed in Annex B (if any), as may be updated from time to time. If Units are issued, converted or redeemed in any country other than Liechtenstein, the relevant regulatory and tax provisions of such country may apply. As a general rule, the Units may not be offered in jurisdictions or to persons in which or to whom it is unlawful to make such an offer. The distribution of the UCITS Documentation and/or marketing material, including newsletters and presentations, as well as the offering of Units may be restricted in certain jurisdictions. No person or entity receiving a copy of the UCITS Documentation and/or marketing material may treat this as constituting an offer to him/her/it, unless in the relevant territory such an offer could lawfully be made to him/her/it without compliance with any registration or other legal requirements. Investors who are interested in subscribing or purchasing the Units should inform themselves about the possible tax consequences, the legal requirements and any currency restrictions or exchange control regulations that may apply in the countries of their citizenship, residence, domicile or place of business and that may be relevant to the subscription, holding, conversion, redemption, transfer or sale of Units. Further tax considerations are explained in section “Tax Provisions”. Investors should read and understand the relevant risk factors associated with investment in the Sub-Funds, as set out in section “Risk Factors”, before purchasing Units. Investors shall be entitled to redeem their Units, subject to compliance with the provisions contained in the UCITS Documentation (for example, complying with the relevant redemption days and notice periods). The main legal implications of the contractual relationship which an investor would enter into by purchasing Units in a Sub-Fund are as follows: - By submitting the relevant subscription application, an investor requests to subscribe for Units which, once such request is accepted by the Management Company on behalf of the r...
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Related to Notice to Investors and Selling Restrictions

  • Selling Restrictions (i) Except as expressly set forth below, the Investor covenants that from and after the Closing Date through and including the Trading Day next following the expiration or termination of this Agreement as provided in Article VIII (the “Restricted Period”), none of the Investor, its sole member, any of their respective officers, or any entity managed or controlled by the Investor or its sole member (collectively, the “Restricted Persons” and each of the foregoing is referred to herein as a “Restricted Person”) shall, directly or indirectly, (i) engage in any Short Sales of the Common Stock or (ii) hedging transaction, which establishes a net short position with respect to the Common Stock, with respect to each of clauses (i) and (ii) hereof, either for its own account or for the account of any other Restricted Person. Notwithstanding the foregoing, it is expressly understood and agreed that nothing contained herein shall (without implication that the contrary would otherwise be true) prohibit any Restricted Person during the Restricted Period from: (1) selling “long” (as defined under Rule 200 promulgated under Regulation SHO) the Securities; or (2) selling a number of shares of Common Stock equal to the number of Shares that the Investor is unconditionally obligated to purchase under any pending VWAP Purchase Notice or any pending Intraday VWAP Purchase Notice (as applicable), but has not yet received from the Company or its transfer agent pursuant to this Agreement, so long as (X) the Investor (or its Broker-Dealer, as applicable) delivers the Shares purchased pursuant to such pending VWAP Purchase Notice and the Shares purchased pursuant to such pending Intraday VWAP Purchase Notice (as applicable) to the purchaser thereof promptly upon the Investor’s receipt of such Shares from the Company in accordance with Section 3.3 of this Agreement and (Y) neither the Company or its transfer agent shall have failed for any reason to deliver such Shares to the Investor or its Broker-Dealer so that such Shares are timely received by the Investor as DWAC Shares on the applicable Purchase Share Delivery Date for such VWAP Purchase and on the applicable Purchase Share Delivery Date for such Intraday VWAP Purchases (as applicable) in accordance with Section 3.3 of this Agreement.

  • Funding Restrictions If the Plan is ever determined to be governed by ERISA, nothing herein shall be interpreted to prevent the Plan from complying with the benefit restrictions of Section 436 of the Internal Revenue Code of 1986, as amended, or any other applicable law, including all restrictions on lump sum payments.

  • Non-Transferability Benefits under this Agreement cannot be sold, transferred, assigned, pledged, attached or encumbered in any manner.

  • Certain Restrictions (A) Whenever quarterly dividends or other dividends or distributions payable on the Series A Preferred Stock as provided in Section 2 are in arrears, thereafter and until all accrued and unpaid dividends and distributions, whether or not declared, on shares of Series A Preferred Stock outstanding shall have been paid in full, the Corporation shall not:

  • Transfer Restrictions If, at the time of the surrender of this Warrant in connection with any transfer of this Warrant, the transfer of this Warrant shall not be either (i) registered pursuant to an effective registration statement under the Securities Act and under applicable state securities or blue sky laws or (ii) eligible for resale without volume or manner-of-sale restrictions or current public information requirements pursuant to Rule 144, the Company may require, as a condition of allowing such transfer, that the Holder or transferee of this Warrant, as the case may be, comply with the provisions of Section 5.7 of the Purchase Agreement.

  • Funding Restrictions and Order Quantities The Agency reserves the right to reduce or increase estimated or actual quantities in whatever amount necessary without prejudice or liability to the Agency, if:

  • Restrictions on Resale The Awardee agrees not to sell any Shares at a time when Applicable Laws, Company policies, or an agreement between the Company and its underwriters prohibit a sale. This restriction shall apply as long as the Awardee is a Service Provider and for such period after the Awardee's Termination of Service as the Administrator may specify.

  • Other Restrictions (a) The Restricted Stock Units shall be subject to the requirement that, if at any time the Committee shall determine that (i) the listing, registration or qualification of the Shares subject or related thereto upon any securities exchange or under any state or federal law is required, or (ii) the consent or approval of any government regulatory body is required, then in any such event, the grant of Restricted Stock Units shall not be effective unless such listing, registration, qualification, consent or approval shall have been effected or obtained free of any conditions not acceptable to the Committee.

  • Lobbying Restrictions The Recipient agrees that neither it nor any Third Party Participant will use federal assistance to influence any officer or employee of a federal agency, member of Congress or an employee of a member of Congress, or officer or employee of Congress on matters that involve the Underlying Agreement, including any extension or modification, according to the following:

  • Further Restrictions Notwithstanding any contrary provision in this Agreement, in no event may any Transfer of a Unit be made by any Limited Partner or Assignee if:

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