Xxxxxxx Xxxxxxx. Seller and Buyer hereby certify that they have not themselves, nor through any third parties, purchased nor caused to be purchased in the public marketplace any publicly traded shares of the Company. Seller and Buyer further certify they have not communicated the nature of the transactions contemplated by the Agreement, are not aware of any disclosure of non public information concerning said transactions, and are not a party to any xxxxxxx xxxxxxx of Company shares.
Xxxxxxx Xxxxxxx. The FTA Shareholder certifies and confirms that he has not personally, nor through any third parties, purchased, nor caused to be purchased in the public marketplace any publicly-traded shares of the Company. The FTA Shareholder further certifies and confirms that he has not communicated the nature of the transactions contemplated herein, is not aware of any disclosure of non-public information regarding the Company or the transactions contemplated herein, and is not a party to any xxxxxxx xxxxxxx in the Company’s securities. The FTA Shareholder further certifies and confirms that he has not “tipped” any related parties nor third parties regarding the transactions contemplated herein, and/or advised any parties to purchase shares of the Company’s securities in the marketplace.
Xxxxxxx Xxxxxxx. In addition to the restrictions in this Agreement on the Disposition of Common Stock and Common Stock Equivalents of the Company, the Investor hereby acknowledges that it is aware that United States securities laws prohibit any person who has material, non-public information about a company obtained directly or indirectly from that company from purchasing or selling securities of such company or from communicating such information to any other person, including under circumstances in which it is reasonably foreseeable that such person is likely to purchase or sell such securities.
Xxxxxxx Xxxxxxx. Considering that the Corporation is a publicly-traded corporation, Executive hereby agrees that Executive shall comply with any and all federal and state securities laws, including but not limited to those that relate to non-disclosure of information, xxxxxxx xxxxxxx and individual reporting requirements and shall specifically abstain from discussing the non-public aspects of the Corporation’s business affairs with any individual or group of individuals (e.g., Internet chat rooms) who does not have a business need to know such information for the benefit of the Corporation. The Executive hereby agrees to immediately notify the Corporation’s Compliance Officer in accordance with the Corporation’s Xxxxxxx Xxxxxxx Policy prior to Executive’s acquisition or disposition of the Corporation’s securities.
Xxxxxxx Xxxxxxx. AND A VOTE FOR PROPOSALS 1, 2, 3b, 4, 7, 8, 9a, 9b, 9c, 9d, 9e, 9g, 9h, 9i, 9j, 9k, 9l, 9m, and 9n FOR all WITHHOLD INSTRUCTIONS: To withhold authority to vote nominees listed authority to for any individual nominee, write that (except as vote for all nominee's name in the space provided below. marked to the nominees contrary at right) / / / / _________________________________________________ FOR AGAINST ABSTAIN --- ------- ------- 1. Vote on Proposal to approve a conversion of the Company to a Delaware business trust. / / / / / / 2. Vote on Proposal to approve a new Investment Advisory Agreement with KeyCorp Mutual Fund Advisers, Inc. / / / / / / 3b. Vote on Proposal to ratify the selection of independent auditors, Coopers & Xxxxxxx L.L.P. / / / / / / 4. Vote on Proposal to approve a new Investment Sub-Advisory Agreement between KeyCorp Mutual Fund Advisers, Inc. and Society Asset Management, Inc. / / / / / / 7. Vote on Proposal to approve a change in the maximum remaining maturity of portfolio instruments. / / / / / / 8. Vote on Proposal to approve a restatement of the Fund's investment objective. / / / / / / 9a. Vote on Proposal to approve changes to the Fund's fundamental investment restriction regarding borrowing and senior securities. / / / / / / 9b. Vote on Proposal to approve changes to the Fund's fundamental investment restriction regarding investment for the purpose of exercising control. / / / / / / 9c. Vote on Proposal to approve changes to the Fund's fundamental investment restriction regarding making of loans. / / / / / / 9d. Vote on Proposal to approve changes to the Fund's fundamental investment restriction regarding purchases of securities on margin. / / / / / / 9e. Vote on Proposal to approve changes to the Fund's fundamental investment restriction regarding underwriting securities of other issuers. / / / / / / 9g. Vote on Proposal to approve changes to the Fund's fundamental investment restriction regarding concentration of investments. / / / / / / 9h. Vote on Proposal to approve changes to the Fund's fundamental investment restriction regarding commodities and real estate. / / / / / / 9i. Vote on Proposal to approve changes to the Fund's fundamental investment restriction regarding investments in other investment companies. / / / / / / 9j. Vote on Proposal to approve changes to the Fund's fundamental investment restriction regarding securities in which affiliates have invested. / / / / / / 9k. Vote on Proposal to approve changes to the ...
Xxxxxxx Xxxxxxx. Each of the Parties hereto acknowledges that it and its Representatives may in connection with this Agreement become aware of material non-public information regarding the other Parties hereto, and that national, provincial and state securities laws prohibit each such Party and its Representatives and their immediate families from purchasing or selling any securities on the basis of such material non-public information and from assisting any others to do so. Each Party agrees that it shall not violate and shall inform its Representatives that they and their immediate family members must not violate any applicable law or regulation bearing on trading in securities of the other Parties hereto.
Xxxxxxx Xxxxxxx. Notwithstanding any other provision of this Agreement, the Company shall not deliver an Advance Notice during any period in which the Investor is in possession of material non-public information.
Xxxxxxx Xxxxxxx. AND A VOTE FOR PROPOSALS 1, 2, 3b, and 4 FOR all WITHHOLD INSTRUCTIONS: TO WITHHOLD AUTHORITY TO VOTE nominees listed authority to FOR ANY INDIVIDUAL NOMINEE, WRITE THAT (except as vote for all NOMINEE'S NAME IN THE SPACE PROVIDED BELOW. marked to the nominees contrary at right) / / / / __________________________________________________ FOR AGAINST ABSTAIN --- ------- ------- 1. Vote on Proposal to approve a conversion of the Company to a Delaware business trust. / / / / / /
Xxxxxxx Xxxxxxx. Generally, it is against Company policy for any individual to profit from undisclosed information relating to the Company or any other company in violation of xxxxxxx xxxxxxx or other laws. Inside information is any material, non-public information a reasonable investor is likely to consider important when making an investment decision. Anyone who is aware of material non-public information relating to the Company, our business partners, or other companies may not use the information to trade directly or indirectly or tip others to trade in stock or other securities of that company in violation of the federal securities laws. If you are uncertain about the legal rules involving your purchase or sale of any Company securities or any securities in companies that you are familiar with by virtue of your work for the Company, you should consult with the Compliance Officer before making any such purchase or sale. You should also consult the Company’s Xxxxxxx Xxxxxxx Policy which applies to all directors, officers and employees as well as consultants and independent contractors of the Company and is hereby incorporated by reference.
Xxxxxxx Xxxxxxx. Kin Yat will not, and will cause its Affiliates and Subsidiaries to not, transact in any securities of iRobot based on the manufacture of any Product under this Agreement or any Proprietary Information and Technology of the iRobot or from communicating any such information to any other Person in connection with the trading of such securities.