Lock-Up Agreement. Each holder of outstanding Registrable Securities agrees that in connection with an IPO, and upon the request of the managing underwriter in such offering, such holder shall not, without the prior written consent of such managing underwriter, during the period commencing on the effective date of such registration and ending on the date specified by such managing underwriter (such period not to exceed one hundred eighty (180) days), (a) offer, pledge, sell, contract to sell, grant any option or c
...ontract to purchase, purchase any option or contract to sell, hedge the beneficial ownership of or otherwise dispose of, directly or indirectly, any shares of Common Stock or any securities convertible into, exercisable for or exchangeable for shares of Common Stock held immediately before the effectiveness of the registration statement for such offering, or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of such securities, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise. The foregoing provisions of this Section 4 shall not apply to sales of Registrable Securities to be included in such offering pursuant to Section 2(a), Section 2(b), Section 3(a), and shall be applicable to the holders of Registrable Securities only if all officers and directors of the Company and all shareholders owning more than ten percent (10%) of the Company's outstanding Common Stock are subject to the same restrictions. Each holder of Registrable Securities agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the managing underwriter which are consistent with the foregoing or which are necessary to give further effect thereto. Notwithstanding anything to the contrary contained in this Section 4, each holder of Registrable Securities shall be released, pro-rata, from any lock-up agreement entered into pursuant to this Section 4 in the event and to the extent that the managing underwriter or the Company permit any discretionary waiver or termination of the restrictions of any lock-up agreement pertaining to any officer, director or holder of greater than ten percent (10%) of the outstanding Common Stock.
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Lock-Up Agreement. Each
holder Holder of
outstanding Registrable Securities agrees that in connection with
an IPO, and any underwritten public offering of the Company's Common Stock or other equity securities, upon the request of the managing underwriter in such offering, such holder shall not, without the prior written consent of such managing underwriter, during the period commencing on the effective date of such registration and ending on the date specified by such managing underwriter (such period not to excee
...d one hundred eighty (180) days), 180 days in the case of an IPO or 90 days in the case of any registration other than an IPO), (a) offer, pledge, sell, contract to sell, grant any option or contract to purchase, purchase any option or contract to sell, hedge the beneficial ownership of or otherwise dispose of, directly or indirectly, any shares of Common Stock or any securities convertible into, exercisable for or exchangeable for shares of Common Stock held immediately before (whether such shares or any such securities are then owned by the effectiveness of the registration statement for such offering, Holder or are thereafter acquired), or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of such securities, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise. otherwise; provided that any Holder may distribute shares of Common Stock to one or more of its members who agree in writing to be bound by and subject to the terms and conditions set forth in this Section 3 with respect to any registration declared effective prior to such distribution, subject to any contractual lock-up agreement entered into with the underwriters of any underwritten public offering of the Company's Common Stock. The foregoing provisions of this Section 4 3 shall not apply to sales of Registrable Securities to be included in such offering pursuant to Section 2(a), 2.1, Section 2(b), 2.2 or Section 3(a), and shall be applicable to the holders of Registrable Securities only if all officers and directors of the Company and all shareholders owning more than ten percent (10%) of the Company's outstanding Common Stock are subject to the same restrictions. 2.3. Each holder of Registrable Securities agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the managing underwriter which that are consistent with the foregoing or which that are necessary to give further effect thereto. Notwithstanding anything to the contrary contained in this Section 4, each holder of Registrable Securities shall be released, pro-rata, from any lock-up agreement entered into pursuant to this Section 4 in the event and to the extent that the managing underwriter or the Company permit any discretionary waiver or termination of the restrictions of any lock-up agreement pertaining to any officer, director or holder of greater than ten percent (10%) of the outstanding Common Stock.
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Lock-Up Agreement. Each holder of
outstanding Registrable Securities agrees that in connection with
an IPO, any registered offering of the Common Units or other equity securities of the Partnership, and upon the request of the managing underwriter in such offering,
if, after giving effect to the disposition of Common Units in such offering the holder of such Registrable 7 Securities would continue to own at least 10% of the total number of outstanding Common Units, such holder shall not, without the prior written
...consent of such managing underwriter, during the period commencing on 10 days prior to the effective date of such registration and ending on the date specified by such managing underwriter (such period not to exceed one hundred eighty (180) days), 180 days without the prior written consent of a majority of the holders of Registrable Securities to be included in such offering), (a) offer, pledge, sell, contract to sell, grant any option or contract to purchase, purchase any option or contract to sell, hedge the beneficial ownership of or otherwise dispose of, directly or indirectly, any shares of Common Stock Units or any securities convertible into, exercisable for or exchangeable for shares of Common Stock held immediately before Units (whether such units or any such securities are then owned by the effectiveness of the registration statement for such offering, holder or are thereafter acquired), or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of such securities, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Common Stock Units or such other securities, in cash or otherwise. The foregoing provisions of this Section 4 shall not apply to sales of Registrable Securities to be included in such offering pursuant to Section 2(a), 2 or Section 2(b), Section 3(a), and shall be applicable to the holders of Registrable Securities only if all officers and directors of the Company and all shareholders owning more than ten percent (10%) of the Company's outstanding Common Stock are subject to the same restrictions. 3(a). Each holder of Registrable Securities agrees to execute and deliver such other agreements as may be reasonably requested by the Company Partnership or the managing underwriter which that are consistent with the foregoing or which that are necessary to give further effect thereto. Notwithstanding anything to the contrary contained in this Section 4, each holder of Registrable Securities shall be released, pro-rata, pro rata, from any lock-up agreement entered into pursuant to this Section 4 in the event and to the extent that the managing underwriter or the Company Partnership permit any discretionary waiver or termination of the restrictions of any lock-up agreement pertaining to any officer, director or holder of greater than ten percent (10%) of holders participating in the outstanding Common Stock. applicable offering.
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Lock-Up Agreement.
(a) Each holder of
outstanding Registrable Securities agrees that in connection with
an IPO, any public offering of the Common Shares, and upon the request of the managing underwriter in such offering, such holder shall not, without the prior written consent of such managing underwriter, during the period commencing on the effective date of such registration and
ending on until the date specified by such managing underwriter (such period not to exceed
one hundred eighty (180) 90 days), (a) offer
..., pledge, sell, contract to sell, grant any option or contract to purchase, purchase any option or contract to sell, hedge the beneficial ownership of or otherwise dispose of, directly or indirectly, any shares of Common Stock Shares or any securities convertible into, exercisable for or exchangeable for shares of Common Stock Shares held as of immediately before the effectiveness effective date of the registration statement for such offering, or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of such securities, Registrable Securities, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Common Stock Shares or such other securities, in cash or otherwise. Notwithstanding anything herein to the contrary, the lock-up under this Section 5(a) shall not apply to the pledge of any Company Securities to any lender of an Investor or any agent acting on such lender's behalf, including, for the avoidance of doubt, in connection with any exchangeable bonds, and any transfer of Company Securities pursuant to any such lender's (or agent's) exercise of remedies in connection with any such pledge. The foregoing provisions of this Section 4 5 shall not apply to sales of Registrable Securities to be included in such offering pursuant to Section 2(a), Section 2(b), Section 3(a), 4(a), and shall be applicable to the holders of Registrable Securities only if all officers and directors of the Company and all shareholders stockholders owning more than ten percent (10%) 5% of the Company's outstanding Common Stock Shares are subject to the same restrictions. Each holder of Registrable Securities agrees to execute and deliver such other agreements as may be reasonably requested by the Company or 10 the managing underwriter which are consistent with the foregoing or which are necessary to give further effect thereto. Notwithstanding anything to the contrary contained in this Section 4, 5, each holder of Registrable Securities shall be released, pro-rata, pro rata, from any lock-up agreement entered into pursuant to this Section 4 5 in the event and to the extent that the managing underwriter or the Company permit permits any discretionary waiver or termination of the restrictions of any lock-up agreement pertaining to any officer, director or holder of greater than ten percent (10%) 5% of the outstanding Common Stock. Shares. The underwriters in connection with such registration are intended third-party beneficiaries of this Section 5 and shall have the right and power to enforce the provisions hereof as though they were a party hereto.
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Lock-Up Agreement. Each
holder of outstanding Registrable Securities Investor agrees that in connection with
an IPO, a Public Offering, and upon the request of the managing underwriter in such offering, such
holder Investor shall not, without the prior written consent of such managing underwriter, during the period commencing on the effective date of such registration and ending on the date specified by such managing underwriter (such period not to exceed
one hundred eighty (180) 180 days),
(a) (i) offer, pledge,
...sell, contract to 9 sell, grant any option or contract to purchase, purchase any option or contract to sell, hedge the beneficial ownership of or otherwise dispose of, directly or indirectly, any shares of Common Stock or any securities convertible into, exercisable for or exchangeable for shares of Common Stock held immediately before the effectiveness of the registration statement Registration Statement for such offering, or (b) (ii) enter into any swap or other arrangement that transfers Transfers to another, in whole or in part, any of the economic consequences of ownership of such securities, whether any such transaction described in clause (a) (i) or (b) (ii) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise. The foregoing provisions of this Section 4 shall not apply to sales of Registrable Securities to be included in such offering pursuant to Section 2(a), Section 2(b), Section 3(a), 2(c) or Section 3(a) and shall be applicable to the holders of Registrable Securities Investors only if all officers and directors of the Company and all shareholders stockholders owning more than ten five percent (10%) of the Company's outstanding Common Stock are subject to the same restrictions. Each holder of Registrable Securities Investor agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the managing underwriter which are consistent with the foregoing or which are necessary to give further effect thereto. Notwithstanding anything to the contrary contained in this Section 4, each holder of Registrable Securities Investor shall be released, pro-rata, pro rata, from any lock-up agreement entered into pursuant to this Section 4 in the event and to the extent that the managing underwriter or the Company permit any discretionary waiver or termination of the restrictions of any lock-up agreement pertaining to any officer, director or holder of greater than ten five percent (10%) of the outstanding Common Stock.
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Lock-Up Agreement. Each holder of
outstanding Registrable Securities agrees that in connection with
an IPO, any registered offering of Common Stock or other equity securities of the Company, and upon the request of the managing underwriter in such offering,
if, after giving effect to the disposition of Common Stock in such offering such holder of such Registrable Securities would continue to own at least 10% of the total number of outstanding shares of Common Stock, such holder shall not, without the prior written
... consent of such managing underwriter, during the period commencing on 10 days prior to the effective date of such registration and ending on the date specified by such managing underwriter (such period not to exceed one hundred eighty (180) days), 180 days without the prior written consent of a majority of the holders of Registrable Securities to be included in such offering), (a) offer, pledge, sell, contract to sell, grant any option or contract to purchase, purchase any option or contract to sell, hedge the beneficial ownership of or otherwise dispose of, directly or indirectly, any shares of Common Stock or any securities convertible into, exercisable for or exchangeable for shares of Common Stock held immediately before the effectiveness of the registration statement for (whether such offering, shares or any such securities are then owned by such holder or are thereafter acquired), or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of such securities, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise. The foregoing provisions of this Section 4 shall not apply to sales of Registrable Securities to be included in such offering pursuant to Section 2(a), 2 or Section 2(b), Section 3(a), and shall be applicable to the holders of Registrable Securities only if all officers and directors of the Company and all shareholders owning more than ten percent (10%) of the Company's outstanding Common Stock are subject to the same restrictions. 3(a). Each holder of Registrable Securities agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the managing underwriter which that are consistent with the foregoing or which that are necessary to give further effect thereto. Notwithstanding anything to the contrary contained in this Section 4, each holder of Registrable Securities shall be released, pro-rata, pro rata, from any lock-up agreement entered into pursuant to this Section 4 in the event and to the extent that the managing underwriter or the Company permit any discretionary waiver or termination of the restrictions of any lock-up agreement pertaining to any officer, director or holder of greater than ten percent (10%) of holders participating in the outstanding Common Stock. applicable offering.
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Lock-Up Agreement. Each holder of
outstanding Registrable Securities agrees that in connection with
an IPO, any public offering of the Company's Common Stock or other equity securities in which such holder is participating, and upon the request of the managing underwriter in such offering, such holder shall not, without the prior written consent of such managing underwriter, during the period commencing on the effective date of such registration and ending on the date specified by such managing underwriter (such p
...eriod not to exceed one hundred eighty (180) 90 days), (a) offer, pledge, sell, contract to sell, grant any option or contract to purchase, purchase any option or contract to sell, hedge the beneficial ownership of or otherwise dispose of, directly or indirectly, any shares of Common Stock or any securities convertible into, exercisable for or exchangeable for shares of Common Stock Stock, held immediately before the effectiveness of the registration statement for such offering, or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of such securities, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise. otherwise; provided, however, that such 90-day period may be extended for such period as may be reasonably requested by the Company or an underwriter to accommodate regulatory restrictions on (1) the publication or other distribution of research reports and (2) analyst recommendations and opinions, including, but not limited to, the restrictions contained in FINRA Rule 2711(f)(4) or NYSE Rule 472(f)(4), or any successor provisions or amendments thereto. The foregoing provisions of this Section 4 shall not apply to sales of Registrable Securities to be included in such offering pursuant to Section 2(a), Section 2(b), 2(b) or Section 3(a), and shall be applicable to the holders of Registrable Securities only if all 8 officers and directors of the Company and all shareholders stockholders owning more than ten one percent (10%) (1%) of the Company's outstanding Common Stock are subject to the same restrictions. Each holder of Registrable Securities agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the managing underwriter which are consistent with the foregoing or which are necessary to give further effect thereto. Notwithstanding anything to the contrary contained in this Section 4, each holder of Registrable Securities shall be released, pro-rata, pro rata, from any lock-up agreement entered into pursuant to this Section 4 in the event and to the extent that the managing underwriter or the Company permit any discretionary waiver or termination of the restrictions of any lock-up agreement pertaining to any officer, director or holder of greater than ten one percent (10%) (1%) of the outstanding Common Stock. Each holder of Registrable Securities included in the Registration Statement agrees to execute such agreements as may reasonably be requested by the representative of the underwriters that are necessary to give effect to this Section 4.
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Lock-Up Agreement. Each holder of
outstanding Registrable Securities agrees that in connection with
an IPO, any public offering of the Company's Common Stock or other equity securities in which such holder is participating, and upon the request of the managing underwriter in such offering, such holder shall not, without the prior written consent of such managing underwriter, during the period commencing on the effective date of such registration and ending on the date specified by such managing underwriter (such p
...eriod not to exceed one hundred eighty (180) 90 days), (a) offer, pledge, sell, contract to sell, grant any option or contract to purchase, purchase any option or contract to sell, hedge the beneficial ownership of or otherwise dispose of, directly or indirectly, any shares of Common Stock or any securities convertible into, exercisable for or exchangeable for shares of Common Stock Stock, held immediately before the effectiveness of the registration statement for such offering, or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of such securities, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise. otherwise; provided, however, that such 90-day period may be extended for such period as may be reasonably requested by the Company or an underwriter to accommodate regulatory restrictions on (1) the publication or other distribution of research reports and (2) analyst recommendations and opinions, including, but not limited to, the restrictions contained in FINRA Rule 2711(f)(4) or NYSE Rule 472(f)(4), or any successor provisions or amendments thereto. The foregoing provisions of this Section 4 shall not apply to sales of Registrable Securities to be included in such offering pursuant to Section 2(a), Section 2(b), 2(b) or Section 3(a), and shall be applicable to the holders of Registrable Securities only if all officers and directors of the Company and all shareholders stockholders owning more than ten one percent (10%) (1%) of the Company's outstanding Common Stock are subject to the same restrictions. Each holder of Registrable Securities agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the managing underwriter which are consistent with the foregoing or which are necessary to give further effect thereto. Notwithstanding anything to the contrary contained in this Section 4, each holder of Registrable Securities shall be released, pro-rata, pro rata, from any lock-up agreement entered into pursuant to this Section 4 in the event and to the extent that the managing underwriter or the Company permit any discretionary waiver or termination of the restrictions of any lock-up agreement pertaining to any officer, director or holder of greater than ten one percent (10%) (1%) of the outstanding Common Stock. Each holder of 8 Registrable Securities included in the Registration Statement agrees to execute such agreements as may reasonably be requested by the representative of the underwriters that are necessary to give effect to this Section 4.
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Lock-Up Agreement. Each holder of
outstanding Registrable Securities agrees that in connection with
an IPO, any registered offering of the Common Stock or other equity securities of the Company, and upon the request of the managing underwriter in such offering, such holder shall not, without the prior written consent of such managing underwriter, during the period commencing on the effective date of such registration and
ending on until the date specified by such managing underwriter (such period not to exceed
one... hundred eighty (180) 180 days), (a) offer, pledge, sell, contract to sell, grant any option or contract to purchase, purchase any option or contract to sell, hedge the beneficial ownership of or otherwise dispose of, directly or indirectly, any shares of Common Stock or any securities convertible into, exercisable for or exchangeable for shares of Common Stock held immediately before the effectiveness of the registration statement Registration Statement for such offering, or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of such securities, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise. The foregoing provisions of this Section 4 5 shall not apply to sales of Registrable Securities to be included in such offering pursuant to Section 2(a), Section 2(b), Section 2(c), or Section 3(a), and shall be applicable to the holders of Registrable Securities only if all officers and directors of the Company and all shareholders stockholders owning more than ten percent (10%) 10% of the Company's outstanding Common Stock are subject to the same restrictions. Each holder of Registrable Securities agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the managing underwriter which are consistent with the foregoing or which are necessary to give further effect thereto. Notwithstanding anything to the contrary contained in this Section 4, 5, each holder of Registrable Securities shall be released, pro-rata, pro rata, from any lock-up lockup agreement entered into pursuant to this Section 4 5 in the event and to the extent that the managing underwriter or the Company permit any discretionary waiver or termination of the restrictions of any lock-up agreement pertaining to any officer, director or holder of greater than ten percent (10%) 10% of the outstanding Common Stock.
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