A Standard Clause that merging parties may use to ensure that the buyer does not control or direct the target's business operations during the interim period between signing of the agreement and closing of the merger. This Standard Clause helps prevent the merging parties from giving the buyer premature control of the target's assets or equity, known as gun-jumping, which violates antitrust laws. This Standard Clause discusses when parties may want to include this interim covenant, what antitrust laws may be violated by gun-jumping, including the Hart-Scott-Rodino Act, and has integrated notes with important explanations and drafting tips.