Market Stand-Off Agreement Clause Example with 58 Variations from Business Contracts
This page contains Market Stand-Off Agreement clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Market Stand-Off Agreement. Holder shall not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, any Common Stock (or other securities) of the Company held by Holder, for a period of time specified by the representative of the underwriters of Common Stock (or other securities) of the Company not to exceed 180 days following the effective date of a registration statement of the Company filed under ...the Act (or such longer period as necessary to permit compliance with NASD Rule 2711 or NYSE Member 6. Rule 472 and similar or successor regulatory rules and regulations). Holder agrees to execute and deliver such other agreements as may be reasonably requested by the Company and/or the managing underwriter(s) which are consistent with the foregoing or which are necessary to give further effect thereto. In order to enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to such Common Stock (or other securities) until the end of such period. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 and shall have the right, power and authority to enforce the provisions hereof as though they were a party hereto.View More
Variations of a "Market Stand-Off Agreement" Clause from Business Contracts
Market Stand-Off Agreement. Holder shall By acquiring securities under your Award, you agree that you will not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, any Common Stock (or other securities) securities of the Company held by Holder, you, for a period of time specified by the representative of the underwriters of Common Stock (or other securities) of the Company not to exceed 180 days fo...llowing the effective date of a registration statement of the Company filed under the Securities Act (or or such longer period as the underwriters or the Company request or as necessary to permit compliance with NASD FINRA Rule 2711 or NYSE Member 6. Rule 472 and similar or successor regulatory rules and regulations). Holder agrees regulations (the "Lock-Up Period"); provided, however, that nothing contained in this 2. Section 7 will prevent the exercise of a repurchase option, if any, in favor of the Company during the Lock-Up Period. You further agree to execute and deliver such other agreements as may be reasonably requested by the Company and/or and the managing underwriter(s) which underwriters that are consistent with the foregoing or which that are necessary to give further effect thereto. In order to You also agree that any transferee of any securities of the Company held by you will be bound by this Section 7. To enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to such Common Stock (or other securities) your securities until the end of such period. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 7 and shall will have the right, power and authority to enforce the provisions hereof of this Section 7 as though they were a party hereto. to this Agreement. View More
Market Stand-Off Agreement. Holder shall By acquiring shares of Common Stock under this Agreement, you agree that you will not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, sale with respect to any shares of Common Stock (or or other securities) securities of the Company held by Holder, you, for a period of time specified by the representative of the underwriters of Common Stock (or other se...curities) of the Company not to exceed 180 one hundred eighty (180) days following the effective date of a registration statement of the Company filed under the Securities Act (or or such longer period as necessary the underwriters or the Company will request to permit facilitate compliance with NASD FINRA Rule 2711 or NYSE Member 6. Rule 472 and or any successor or similar rules or successor regulatory rules and regulations). Holder agrees regulation (the "Lock-Up Period"); provided, however, that nothing contained in this Section 13 will prevent the exercise of a repurchase option, if any, in favor of the Company during the Lock-Up Period. You further agree to execute and deliver such other agreements as may be reasonably requested by the Company and/or or the managing underwriter(s) which underwriters that are consistent with the foregoing or which that are necessary to give further effect thereto. In order to enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to such your shares of Common Stock (or other securities) until the end of such period. You also agree that any transferee of any shares of Common Stock (or other securities) of the Company held by you will be bound by this Section 13. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 13 and shall will have the right, power and authority to enforce the provisions hereof as though they were a party hereto. View More
Market Stand-Off Agreement. Holder shall not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, any Common Stock Exercise Shares (or other securities) of the Company held by Holder, for a period of time specified by the representative of the underwriters of Common Stock (or other securities) of the Company not managing underwriter(s) (not to exceed 180 days one hundred eighty (180) days) (the "Lo...ck-Up Period") following the effective date of a registration statement of the Company filed under the Act (or such longer period as necessary or a prospectus of the Company filed pursuant to permit compliance with NASD Rule 2711 or NYSE Member 6. Rule 472 and similar or successor regulatory rules and regulations). Canadian securities laws. Holder agrees to execute and deliver such other agreements as may be reasonably requested by the Company and/or the managing underwriter(s) which are consistent with the foregoing or which are necessary to give further effect thereto. Holder further agrees that, following expiration of the Lock-Up Period, it will not sell any Exercise Shares (or other securities) of the Company held by Holder or its affiliates in excess of the volume limitations imposed on affiliates of the Company by Rule 144(e) as adopted under the Act (or the successor to such rule), regardless of whether the Holder is an "affiliate" of the Company for purposes of such rule. In order to enforce the foregoing covenant, covenants, the Company may impose stop-transfer instructions with respect to such Common Stock Exercise Shares (or other securities) until the end of such period. The underwriters of the Company's stock securities are intended third party beneficiaries of this Section 8 10 (as it pertains to the Lock-Up Period) and shall have the right, power and authority to enforce the provisions hereof as though they were a party hereto. View More
Market Stand-Off Agreement. Holder shall By purchasing shares of Common Stock under your Award, you may not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, sale with respect to any shares of Common Stock (or or other securities) securities of the Company held by Holder, you, for a period of time specified by the representative of the underwriters of Common Stock (or other securities) of the Co...mpany not to exceed 180 one hundred eighty (180) days following the effective date of a registration statement of the Company filed under the Securities Act (or or such longer period as necessary the underwriters or the Company will request to permit facilitate compliance with NASD FINRA Rule 2711 or NYSE Member 6. Rule 472 and or any successor or similar rules or successor regulatory rules and regulations). Holder agrees regulation (the "Lock-Up Period"); provided, however, that nothing contained in this Section 15 will prevent the exercise of a repurchase option, if any, in favor of the Company during the Lock-Up Period. You further agree to execute and deliver such other agreements as may be reasonably requested by the Company and/or or the managing underwriter(s) which underwriters that are consistent with the foregoing or which that are necessary to give further effect thereto. In order to enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to such your shares of Common Stock (or other securities) until the end of such period. You also agree that any transferee of any shares of Common Stock (or other securities) of the Company held by you will be bound by this Section 15. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 15 and shall will have the right, power and authority to enforce the provisions hereof as though they were a party hereto. View More
Market Stand-Off Agreement. Holder shall By acquiring shares of Common Stock under your Award, you agree that you will not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, sale with respect to any shares of Common Stock (or or other securities) securities of the Company held by Holder, you, for a period of time specified by the representative of the underwriters of Common Stock (or other securi...ties) of the Company not to exceed 180 days following the effective date of a registration statement of the Company filed under the Securities Act (or or such longer period as necessary the underwriters or the Company will request to permit facilitate compliance with NASD FINRA Rule 2711 or NYSE Member 6. Rule 472 and or any successor or similar rules or successor regulatory rules and regulations). Holder agrees regulation (the "Lock-Up Period"); provided, however, that nothing contained in this section will prevent the exercise of a repurchase option, if any, in favor of the Company during the Lock-Up Period. You further agree to execute and deliver such other agreements as may be reasonably requested by the Company and/or or the managing underwriter(s) which underwriters that are consistent with the foregoing or which that are necessary to give further effect thereto. In order to enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to such your shares of Common Stock (or other securities) until the end of such period. You also agree that any transferee of any shares of Common Stock (or other securities) of the Company held by you will be bound by this Section 7. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 7 and shall will have the right, power and authority to enforce the provisions hereof as though they were a party hereto. View More
Market Stand-Off Agreement. Holder shall By acquiring shares of Common Stock under your Award, you agree that you will not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, any shares of Common Stock (or or other securities) securities of the Company held by Holder, you, for a period of time specified by the representative of the underwriters of Common Stock (or other securities) of the Company ...not to exceed 180 days following the effective date of a registration statement of the Company filed under the Securities Act (or or such longer period as the underwriters or the Company request or as necessary to permit compliance with NASD FINRA Rule 2711 or NYSE Member 6. Rule 472 and similar or successor regulatory rules and regulations). Holder agrees regulations (the "Lock-Up Period"); provided, however, that nothing contained in this Section 7 will prevent the exercise of a repurchase option, if any, in favor of the Company during the Lock-Up Period. You further agree to execute and deliver such other agreements as may be reasonably requested by the Company and/or and the managing underwriter(s) which underwriters that are consistent with the foregoing or which that are necessary to give further effect thereto. In order to You also agree that any transferee of any shares of Common Stock (or other securities of the Company held by you will be bound by this Section 7. To enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to such your shares of Common Stock (or other securities) until the end of such period. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 7 and shall will have the right, power and 2 authority to enforce the provisions hereof of this Section 7 as though they were a party hereto. to this Agreement. View More
Market Stand-Off Agreement. Holder In addition to the limitations on transfer set forth in Section 2 of this Agreement, Purchaser shall not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, sale with respect to, any Common Stock (or or other securities) securities of the Company held by Holder, for such Purchaser, including the Stock (the "Restricted Securities"), during the period commencing on... the date of the final prospectus relating to the registration by the Company of shares of its Common Stock or any other equity securities under the Act on a period of time registration statement on Form S-1 or Form S-3, and ending on the date specified by the representative of Company and the underwriters of Common Stock (or other securities) of the Company managing underwriter for such offering (such period not to exceed 180 one hundred eighty (180) days following in the effective date of a registration statement case of the Company filed under the Act (or IPO, or such longer other period as necessary may be requested by the Company or an underwriter to permit compliance with NASD 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 2241, or NYSE Member 6. Rule 472 and similar any successor provisions or successor regulatory rules and regulations). Holder amendments thereto). Purchaser agrees to execute and deliver such other agreements as may be reasonably requested by the Company and/or the managing underwriter(s) underwriters which are consistent with the foregoing or which are necessary to give further effect thereto. In order to enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to such Common Stock (or other securities) Purchaser's Restricted Securities until the end of such period. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 7 and shall have the right, power and authority to enforce the provisions hereof as though they were a party hereto. View More
Market Stand-Off Agreement. Holder shall By acquiring shares of Common Stock under your Award, you agree that you will not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, any shares of Common Stock (or or other securities) securities of the Company held by Holder, you, for a period of time specified by the representative of the underwriters of Common Stock (or other securities) of the Company ...not to exceed 180 one hundred eighty (180) days following the effective date of a registration statement of the Company filed under the Securities Act (or or such longer period as the underwriters or the Company request or as necessary to permit compliance with NASD FINRA Rule 2711 or NYSE Member 6. Rule 472 and similar or successor regulatory rules and regulations). Holder agrees regulations (the "Lock-Up Period"); provided, however, that nothing contained in this Section 7 will prevent the exercise of a repurchase option, if any, in favor of the Company during the Lock-Up Period. You further agree to execute and deliver such other agreements as may be reasonably requested by the Company and/or and the managing underwriter(s) which underwriters that are consistent with the foregoing or which that are necessary to give further effect thereto. In order to You also agree that any transferee of any shares of Common Stock (or other securities of the Company held by you will be bound by this Section 7. To enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to such your shares of Common Stock (or other securities) until the end of such period. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 7 and shall will have the right, power and authority to enforce the provisions hereof of this Section 7 as though they were a party hereto. to this Agreement. View More
Market Stand-Off Agreement. The Holder hereby agrees that Holder shall not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, any Common Stock ordinary shares (or other securities) of the Company held by Holder, for a Holder (other than those included in the registration) during the 180-day period of time specified by the representative of the underwriters of Common Stock (or other securities) of... the Company not to exceed 180 days following the effective date of a registration statement of the Company filed under the Act initial public offering (or such longer period as necessary the underwriters or the Company shall request in order to permit facilitate compliance with NASD FINRA Rule 2711 or NYSE Member 6. Rule 472 (if applicable) or any successor or similar rule or regulation); provided that all officers and directors of the Company and holders of at least one percent (1%) of the Company's voting securities are bound by and have entered into similar or successor regulatory rules and regulations). agreements. Holder further agrees to execute and deliver such other agreements as may be reasonably requested by the Company and/or or the managing underwriter(s) which underwriters that are consistent with the foregoing or which that are necessary to give further effect thereto. In addition, if requested by the Company or the representative of the underwriters of ordinary shares (or other securities) of the Company, Holder shall provide, within ten (10) days of such request, such information as may he required by the Company or such representative in connection with the completion of any public offering of the Company's securities pursuant to a registration statement filed under the Act. The obligations described in this Section 8 shall not apply to a registration relating solely to employee benefit plans on Form S-l or Form S-8 or similar forms that may be promulgated in the future, or a registration relating solely to a transaction on Form S-4 or similar forms that may be promulgated in the future. In order to enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to such Common Stock ordinary shares (or other securities) until the end of such period. Holder agrees that any transferee of the Warrant held by Holder shall be bound by this Section 8. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 and shall have the right, power and authority to enforce the provisions hereof as though they were a party hereto. View More
Market Stand-Off Agreement. Holder [***] shall not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, any Common Stock (or other securities) of Securities, including, without limitation, the Company held by Holder, Warrant Shares, for a period of time specified by the representative of the managing underwriters of Common Stock (or other securities) of the Company not (not to exceed 180 days days)... following the effective date of a any registration statement of the Company for an Initial Public Offering filed under the Act (or such longer period as necessary to permit compliance with NASD Rule 2711 or NYSE Member 6. Rule 472 and similar or successor regulatory rules and regulations). Holder Act. [***] agrees to execute and deliver such other agreements as may be reasonably requested by the Company and/or the managing underwriter(s) which underwriter that are consistent with the foregoing or which that are necessary to give further effect thereto. In order to enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to such Common Stock (or other securities) the Securities until the end of such period. The underwriters of the Company's stock are intended third party third-party beneficiaries of this Section 8 5 and shall have the right, power and authority to enforce the provisions hereof as though they were a party hereto. View More
