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 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 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 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 shares of Common Stock (or other securities) of the Company held by Holder, for a Holder (other than those included in the registration) during the _____-day period of time specified by the representative of the underwriters of Common Stock (or other securities) of the Com...pany 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 2241 or NYSE Member 6. Rule 472 and any successor or similar rule or successor regulatory rules and regulations). regulation). 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 Common Stock (or other securities) of the Company, Holder shall provide, within ______ (__) days of such request, such information as may be 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-1 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 (or other securities) until the end of such period. Holder agrees that any transferee of the Warrant (or other securities) of the Company 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 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 FORM OF RESTRICTED STOCK AWARD "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 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. 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 and shall will have the right, power and authority to enforce the provisions hereof of this Section as though they were a party hereto. to this Agreement. View More
Market Stand-Off Agreement. Holder shall 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 securities) of the Company not to exceed 180 one hundred eig...hty (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 11. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 11 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 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 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. 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 and shall will have the right, power and authority to enforce the provisions hereof of this Section as though they were a party hereto. to this Agreement. View More
Market Stand-Off Agreement. Holder By acquiring shares of Common Stock under your Award, you 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 shares of Common Stock (or or other securities) securities of the Company held by Holder, for a period of time specified by you, prior to [ ], 2014, which is the representative of date immediately following 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 the registration statement of the Company that was filed under the Act (or Securities Act, or for 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 regulations (the "Lock-Up Period"); provided, however, that nothing contained in this Section 4 shall 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 the managing underwriter(s) which 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. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 4 and shall have the right, power and authority to enforce the provisions provision 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 or other securities) securities of the Company held by Holder, for a Holder (other than those included in the registration), including the Stock (the "Restricted Securities"), 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 the Company's first firm commitment underwritten public offering of the Company filed under the Act its Common Stock (or such longer period as necessary the underwriters or the Company shall request in order to permit facilitate compliance with NASD Rule 2711 applicable law) (the "Lock Up Period"), provided, however, that nothing contained in this Section 12 shall prevent the exercise of the Cancellation Right or NYSE Member 6. Rule 472 and similar or successor regulatory rules and regulations). the Repurchase Option during the Lock Up Period. Holder agrees to execute and deliver such other agreements as may be reasonably requested by the Company and/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 Common Stock (or other securities) Holder'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 12 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 Purchaser 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 of, any Common Stock (or or other securities) securities of the Company held by Holder, for a Purchaser (other than those included in the registration), including the Stock (the "Restricted Securities"), during the 180-day period of time specified by the representative of the underw...riters of Common Stock (or other securities) of the Company not to exceed 180 days following the effective date of a registration statement the Company's first firm commitment underwritten public offering of the Company filed under the Act its Common Stock (or such longer period as necessary the underwriters or the Company will request in order to permit facilitate compliance with NASD FINRA Rule 2711 2241 or NYSE Member 6. Rule 472 and or any successor or similar rule or successor regulatory rules and regulations). Holder regulation) . Purchaser agrees to execute and deliver such other agreements as may be reasonably requested by the Company and/or the managing underwriter(s) which underwriters that are consistent with the foregoing or which that are necessary to give further effect thereto. to the foregoing provision. 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 4 and shall have the right, power and authority to enforce the provisions hereof as though they were a party hereto. to this Agreement. View More
Market Stand-Off Agreement. 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 shares of Common Stock (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 Compa...ny not to exceed 180 days following the effective date of a registration statement the initial public offering ; provided, that all officers and directors 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 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 Common Stock (or other securities) of the Company, Holder shall provide, within ten (10) days of such request, such information as may be 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 Securities Act. The obligations described in this Section 9 shall not apply to a registration relating solely to employee benefit plans on Form S-1 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 (or other securities) until the end of such period. Holder agrees that any transferee of the Warrant (or other securities) of the Company held by Holder shall be bound by this Section 9. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 9 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 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, any Common Stock (or or other securities) securities of the Company held by Holder, for a Purchaser (other than those included in the registration), including the Stock (the "Restricted Securities"), during the 180-day period of time specified by the representative of the underwriters of Comm...on Stock (or other securities) of the Company not to exceed 180 days following the effective date of a registration statement the Company's first firm commitment underwritten public offering of the Company filed under the Act its Common Stock (or such longer period as necessary the underwriters or the Company shall request in order to permit facilitate compliance with NASD Rule 2711 or NYSE Member 6. Rule 472 and or any successor or similar rule or successor regulatory rules and regulations). Holder regulation) (the "Lock Up Period"); provided, however, that nothing contained in this Section 13 shall prevent the exercise of the Repurchase Option during the Lock Up Period. 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 6. until the end of such period. The underwriters of the Company's stock are intended third party beneficiaries of this Section 8 13 and shall have the right, power and authority to enforce the provisions hereof as though they were a party hereto. View More
