Angiochem Lock-Up Period Sample Clauses

Angiochem Lock-Up Period. For a period commencing upon the Effective Date and extending until the later of (a) the date on which the Registration Statement (as defined in Section 4.1 below) is declared effective by the Securities and Exchange Commission (the “Commission”) and (b) the date of expiration of the Lock-Up Period (as defined below) (the period of time referenced in (a) or (b) is referred to herein as the “Angiochem Lock-Up Period”), Angiochem shall not, directly or indirectly, without the prior written consent of Geron, (i) offer, sell, assign, transfer, pledge, contract to sell, or otherwise dispose of, or announce the intention to otherwise dispose of, any of the Shares, (ii) enter into any swap, hedge or other agreement or arrangement that transfers in whole or in part, the economic risk of ownership of any of the Shares, or (iii) engage in any short selling of any Shares, Common Stock or securities convertible into or exercisable or exchangeable for Common Stock, except after expiration of the Lock-Up Period and then only as otherwise permitted by the terms of this Agreement. Following the termination of the Angiochem Lock-Up Period, Angiochem agrees that any disposition of the Shares by Angiochem shall be conducted, if disposed of under the Registration Statement, in accordance with the plan of distribution set forth on Exhibit A hereto and included in the Registration Statement, or in a transaction exempt from registration under the Act, e.g. in compliance with Rule 144, or another available exemption under the Act. The term “Lock-Up Period”, as used in this Agreement, shall have the meaning ascribed to it in Section 4(k) of that certain Underwriting Agreement dated on or about December 7, 2010, among Geron and the underwriters named therein, as filed as Exhibit 1.1. to the Company’s Current Report on Form 8-K filed on or about December 7, 2010, including, for purposes of clarity, the extension referenced in the last sentence of Section 4(k).
Sample 1
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Related to Angiochem Lock-Up Period

  • Lock-Up Period Participant hereby agrees that Participant shall not offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any Common Stock (or other securities) of the Company or enter into any swap, hedging or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any Common Stock (or other securities) of the Company held by Participant (other than those included in the registration) for a period specified by the representative of the underwriters of Common Stock (or other securities) of the Company not to exceed one hundred and eighty (180) days following the effective date of any registration statement of the Company filed under the Securities Act (or such other period as may be requested by the Company or the underwriters to accommodate regulatory restrictions on (i) the publication or other distribution of research reports and (ii) analyst recommendations and opinions, including, but not limited to, the restrictions contained in NASD Rule 2711(f)(4) or NYSE Rule 472(f)(4), or any successor provisions or amendments thereto). Participant agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the underwriter which are consistent with the foregoing or which 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, Participant 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 4 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 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 of Common Stock (or other securities) subject to the foregoing restriction until the end of said one hundred and eighty (180) day (or other) period. Participant agrees that any transferee of the Option or shares acquired pursuant to the Option shall be bound by this Section 4.

  • Release of D&O Lock-up Period If the Representative, in its sole discretion, agrees to release or waive the restrictions set forth in the Lock-Up Agreements described in Section 2.24 hereof for an officer or director of the Company and provide the Company with notice of the impending release or waiver at least three (3) Business Days before the effective date of the release or waiver, the Company agrees to announce the impending release or waiver by a press release substantially in the form of Exhibit C hereto through a major news service at least two (2) Business Days before the effective date of the release or waiver.

  • Xxxxx Period After payment of the first Dues, the Subscriber is entitled to a grace period of 30 days for the pay- ment of any Dues due. During this grace period, the Agreement will remain in force. However, the Sub- xxxxxxx will be liable for payment of Dues accruing during the period the Agreement continues in force.

  • License Period The license granted hereunder shall be effective and terminate as of the dates specified in Schedule D attached hereto, unless sooner terminated or renewed in accordance with the terms and conditions hereof.

  • Exclusivity Period During the Exclusivity Period each Party shall:

  • Transition Period Due to the nature of our purchasing process, the District often requires an existing service provider to continue to provide goods and/or services while the District is in the process of advertising, evaluating, and awarding a contract for the provision of the same goods and/or services in the future. To accommodate this process, the Contractor shall agree to maintain the same terms and conditions set forth in this Agreement for a period up to ninety (90) days after the automatic termination of this Agreement at the end of its term, if requested by the District, as a transition period. In addition, if the Contractor is not the successful bidder for a future solicitation for the same or similar services, he or she shall agree to provide the same goods and/or services provided in this Agreement for a period up to ninety (90) days to allow for an orderly transition to the new provider. The District and the Contractor may mutually agree to a longer transition period.

  • Non-Competition Period The "non-competition period" shall begin on January 1, 2017 and shall end twelve (12) months after the Employee's termination of employment; provided, however, that the "non-competition period" shall end on the date Employee's employment ends in the event of Employee's termination for "good reason" (as defined in paragraph 6(d)), or Employee's termination without "cause" (as defined in paragraph 3(d)).

  • Lockup Period Limitation Participant agrees that in the event the Company advises Participant that it plans an underwritten public offering of its Common Stock in compliance with the Securities Act of 1933, as amended, and that the underwriter(s) seek to impose restrictions under which certain shareholders may not sell or contract to sell or grant any option to buy or otherwise dispose of part or all of their stock purchase rights of the underlying Common Stock, Participant hereby agrees that for a period not to exceed 180 days from the prospectus, Participant will not sell or contract to sell or grant an option to buy or otherwise dispose of this option or any of the underlying shares of Common Stock without the prior written consent of the underwriter(s) or its representative(s).

  • Initial Period The Initial Period will begin on the date set forth above and will terminate on the earlier of (i) the Commercial Operation Date, or (ii) the Date the Agreement is terminated pursuant to the provisions of Clause 19.

  • Where Term Less Than Agreement Term Where a provision of this collective agreement so provides, the provision shall be in effect for a term less than the term of the collective agreement.

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