Common use of Agreement in Connection with Public Offering Clause in Contracts

Agreement in Connection with Public Offering. The Recipient agrees, in connection with the initial underwritten public offering of the Company’s securities pursuant to a registration statement under the Securities Act of 1933, as amended (the “Securities Act”): (i) not to sell, make short sale of, loan, grant any options for the purchase of, or otherwise dispose of any shares of Common Stock of the Company held by the Recipient (other than those shares included in the offering) without the prior written consent of the Company or the underwriters managing such initial underwritten public offering of the Company’s securities for a period of 180 days from the effective date of such registration statement, which period may be extended upon the request of the underwriters for an additional period of up to 15 days if the Company issues or proposes to issue an earnings or other public release within 15 days of the expiration of the 180-day lockup period, and (ii) to execute any agreement reflecting clause (i) above as may be requested by the Company or the managing underwriters at the time of such offering. The Recipient agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the underwriters of such offering which are consistent with the foregoing or which are necessary to give further effect thereto. In addition, if requested, by the Company or the underwriters of such offering, the Recipient shall provide, within 10 days of such request, such information as may be required by the Company or such underwriters 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 3 shall not apply to a registration relating solely to employee benefits 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 Commission Rule 145 transaction on Form S-4 or similar forms that may be promulgated in the future. The Company may impose stop-transfer instructions with respect to the Shares and any shares of Common Stock (or other securities) held by the Recipient subject to the foregoing restriction until the end of the applicable period. Recipient agrees that any transferee of the Shares issued pursuant to this Agreement shall be bound by this Section 3.

Agreement in Connection with Public Offering. The Recipient agreesPurchaser hereby agrees that it will not, in connection with without the prior written consent of the managing underwriter, during the period commencing on the date of the final prospectus relating to the initial underwritten public offering of the Company’s securities pursuant to a registration statement under the Securities Act of 1933, as amended Company (the “Securities ActIPO”): ) and ending on the date specified by the Company and the managing underwriter (such period not to exceed l80 days, plus up to an additional 34 days to the extent requested by the managing underwriters for such offering in order to address Rule 2711(f) of the Financial Industry Regulatory Authority, Inc. or any similar successor provision) (i) not lend, offer, pledge, sell, contract to sell, make short sale ofsell any option or contract to purchase, loanpurchase any option or contract to sell, grant any options for the purchase ofoption, right or warrant to purchase, or otherwise transfer or dispose of of, directly or indirectly, any shares of Common Stock securities of the Company held by immediately prior to the Recipient (other than those shares included in the offering) without the prior written consent effectiveness of the Company registration statement for such offering, or the underwriters managing such initial underwritten public offering of the Company’s securities for a period of 180 days from the effective date of such registration statement, which period may be extended upon the request of the underwriters for an additional period of up to 15 days if the Company issues or proposes to issue an earnings or other public release within 15 days of the expiration of the 180-day lockup period, and (ii) enter into any swap or other arrangement that transfers to execute another, in whole or in part, any agreement reflecting of the economic consequences of ownership of such securities, whether any such transaction described in clause (i) or (ii) above as may is to be requested settled by the Company delivery of other securities, in cash or the managing underwriters at the time of such offeringotherwise. The Recipient foregoing provisions of this Section 8 shall apply only to the IPO and shall not apply to the sale of any shares to an underwriter pursuant to an underwriting agreement or to shares acquired following the IPO. The underwriters in connection with the IPO 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. The Purchaser further agrees to execute and deliver such other agreements as may be reasonably requested by the Company or underwriters in the underwriters of such offering which IPO that are consistent with the foregoing this Section 8 or which that are reasonably necessary to give further effect thereto. In addition, if requested, by order to enforce the Company or the underwriters of such offeringforegoing covenants, the Recipient shall provide, within 10 days of such request, such information as may be required by the Company or such underwriters 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 3 shall not apply to a registration relating solely to employee benefits 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 Commission Rule 145 transaction on Form S-4 or similar forms that may be promulgated in the future. The Company may impose stop-transfer instructions with respect to the Shares and any shares securities of Common Stock (or other securities) the Company held by the Recipient Purchaser (and the shares or securities of every other person subject to the foregoing restriction restriction) until the end of the applicable such period. Recipient agrees that any transferee of the Shares issued pursuant to this Agreement shall be bound by this Section 3.

Agreement in Connection with Public Offering. The Recipient Purchaser agrees, in connection with the initial underwritten public offering of the Company’s securities pursuant to a registration statement under the Securities Act of 1933, as amended (the “Securities Act”): (i) not to sell, make short sale of, loan, grant any options for the purchase of, or otherwise dispose of any shares of Common Stock of the Company held by the Recipient Purchaser (other than those shares included in the offering) without the prior written consent of the Company or the underwriters managing such initial underwritten public offering of the Company’s securities for a period of 180 days from the effective date of such registration statement, which period may be extended upon the request of the underwriters for an additional period of up to 15 days if the Company issues or proposes to issue an earnings or other public release within 15 days of the expiration of the 180-day lockup period, and (ii) to execute any agreement reflecting clause (i) above as may be requested by the Company or the managing underwriters at the time of such offering. The Recipient Purchaser agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the underwriters of such offering which are consistent with the foregoing or which are necessary to give further effect thereto. In addition, if requested, by the Company or the underwriters of such offering, the Recipient Purchaser shall provide, within 10 days of such request, such information as may be required by the Company or such underwriters 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 3 shall not apply to a registration relating solely to employee benefits plans on Form S-1 or Form 3 This provision may be used if the Company reasonably anticipates it will take venture financing and that the Participant may be required to become a party to certain customary stockholders agreements, such as a Right of First Refusal and Co-Sale Agreement and/or a Voting Agreement. S-8 or similar forms that may be promulgated in the future, or a registration relating solely to a Commission Rule 145 transaction on Form S-4 or similar forms that may be promulgated in the future. The Company may impose stop-transfer instructions with respect to the Shares and any shares of Common Stock (or other securities) held by the Recipient subject to the foregoing restriction until the end of the applicable period. Recipient Purchaser agrees that any transferee of the Shares issued pursuant to this Agreement shall be bound by this Section 3.

Agreement in Connection with Public Offering. The Recipient Each Lender and Rollover Lender agrees, in connection with the initial underwritten public offering of the Company’s securities pursuant to a registration statement under the Securities Act of 1933, as amended (the “Securities Act”): : (i) not to sell, make short sale of, loan, grant any options for the purchase of, of or otherwise dispose of any shares of Common Stock of the Company Securities held by the Recipient such Lender or Rollover Lender (other than those shares Securities included in the offering) without the prior written consent of the Company or the underwriters managing such initial underwritten public offering of the Company’s securities for a period of 180 days from the effective date of such registration statement, which period may be extended upon the request of the underwriters for an additional period of up to 15 fifteen (15) days if the Company issues or proposes to issue an earnings or other public release within 15 fifteen (15) days of the expiration of the 180-day lockup period, and (ii) to execute any agreement reflecting clause (i) above as may be requested by the Company or the managing underwriters at the time of such offering. The Recipient Lender or Rollover Xxxxxx agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the underwriters of such offering which are consistent with the foregoing or which are necessary to give further effect thereto. In addition, if requested, by the Company or the underwriters of such offering, the Recipient Lender or Rollover Lender shall provide, within 10 ten (10) days of such request, such information as may be required by the Company or such underwriters 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 3 7(k) shall not apply to a registration relating solely to employee benefits 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 Commission Rule 145 transaction on Form S-4 or similar forms that may be promulgated in the future. The Company may impose stop-transfer instructions with respect to the Shares and any shares of Common Stock (or other securities) held by the Recipient Securities subject to the foregoing restriction until the end of the applicable period. Recipient The Lender or Rollover Xxxxxx agrees that any transferee of the Shares issued Securities pursuant to this Agreement shall be bound by this Section 37(k).