Common use of Company Lock Up Agreements Clause in Contracts

Company Lock Up Agreements. 3.18.1. Restriction on Sales of Capital Share. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, for a period of six (6) months after the date of this Agreement (the “Lock-Up Period”), (i) 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 shares of capital Share of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share of the Company; (ii) file or caused to be filed any registration statement with the Commission relating to the offering of any shares of capital Share of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share of the Company; (iii) complete any offering of debt securities of the Company, other than entering into a line of credit with a traditional bank or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital Share of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of shares of capital Share of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3.18.1 shall not apply to (i) the common shares of the Company to be sold hereunder, (ii) the issuance by the Company of common shares of the Company upon the exercise of a Share option or warrant or the conversion of a security outstanding on the date hereof, (iii) the issuance by the Company of options or common shares of the Company under any equity compensation plan of the Company, (iv) any issuance of securities disclosed in the Registration Statement, the Pricing Disclosure Package or the Prospectus, and (v) the filing of a Registration Statement on Form S-8 or any successor form thereto.

Company Lock Up Agreements. 3.18.1. Restriction on Sales of Capital ShareStock. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, for a period of six (6) months after the date of this Agreement (the “Lock-Up Period”), (i) 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 shares of capital Share of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share of the Company; (ii) file or caused to be filed any registration statement with the Commission relating to the offering of any shares of capital Share of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share of the Company; (iii) complete any offering of debt securities of the Company, other than entering into a line of credit with a traditional bank or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital Share of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of shares of capital Share stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3.18.1 shall not apply to (i) the common shares of the Company to be sold hereunder, (ii) the issuance by the Company of common shares of the Company upon the exercise of a Share an outstanding stock option or warrant or the conversion of a security outstanding on the date hereof, (iii) the issuance by the Company of options or common shares of the Company under any equity compensation plan of the Company, (iv) any issuance of securities disclosed in the Registration Statement, the Pricing Disclosure Package or the Prospectus, and (v) the filing of a Registration Statement on Form S-8 or any successor form thereto.

Company Lock Up Agreements. 3.18.1. Restriction on Sales of Capital Share. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, not for a period of six ninety (690) months days after the date of this Agreement (the “Lock-Up Period”), (i) 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 shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (ii) file or caused cause to be filed any registration statement with the Commission relating to the offering of any shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the CompanyCompany other than an amendment to the Registration Statement; or (iii) complete any offering of debt securities of the Company, other than entering into a line of credit with a traditional bank or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital Share stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of shares of capital Share stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3.18.1 3.19 shall not apply to (i) the common shares of the Company Common Stock to be sold hereunder, (ii) the issuance by the Company of common shares of the Company Common Stock upon the exercise of a Share stock option or warrant or the conversion of a security outstanding on the date hereof, which is disclosed in the Registration Statement, Pricing Disclosure Package and Prospectus, provided that such options, warrants, and securities have not been amended since the date of this Agreement to increase the number of such securities or to decrease the exercise price, exchange price or conversion price of such securities or to extend the term of such securities other than with respect to the warrants issued in the Company’s initial public offering and other than in connection with stock splits, (iii) the issuance by the Company of options or common stock options, shares of capital stock of the Company or other awards under any equity compensation plan of the Company, provided that in each of (ii) and (iii) above, the underlying shares shall be restricted from sale during the entire Lock-Up Period or (iv) any issuance securities issued pursuant to acquisitions or strategic transactions approved by a majority of the disinterested directors of the Company, provided that such securities disclosed are issued as “restricted securities” (as defined in the Registration Statement, the Pricing Disclosure Package Rule 144) and carry no registration rights that require or the Prospectus, and (v) permit the filing of any registration statement in connection therewith during the prohibition period in Section 3.19 herein, and provided that any such issuance shall only be to a Registration Statement on Form S-8 Person (or any successor form theretoto the equityholders of a Person) which is, itself or through its subsidiaries, an operating company or an owner of an asset in a business synergistic with the business of the Company and shall provide to the Company additional benefits in addition to the investment of funds, but shall not include a transaction in which the Company is issuing securities primarily for the purpose of raising capital or to an entity whose primary business is investing in securities.

Company Lock Up Agreements. 3.18.1. Restriction on Sales of Capital ShareStock. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, for a period of six (6) months 90 days after the date of this Agreement (the “Lock-Up Period”), (i) 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 shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share capital of the Company; (ii) file or caused to be filed any registration statement with the Commission relating to the offering of any shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (iii) complete any offering of debt securities of the Company, other than entering into a line of credit with a traditional bank or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital Share stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of shares of capital Share stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3.18.1 shall not apply to (i) the common shares Shares of the Company to be sold hereunder, (ii) the issuance by the Company of common shares Common Stock of the Company upon the exercise of a Share stock option or warrant or the conversion of a security outstanding on the date hereof, (iii) the issuance by the Company of options or common shares of the Company Common Stock under any equity compensation plan of the Company, (iv) any issuance of securities disclosed in the Registration Statement, the Pricing Disclosure Package or the Prospectus, and (v) the filing of a Registration Statement on Form S-8 or any successor form thereto., and (vi) securities issued pursuant to acquisitions or strategic transactions approved by a majority of the disinterested directors of the Company, provided that any such issuance shall only be to a person or entity (or to the equity-holders of an entity) which is, itself or through its subsidiaries, an operating company or an owner of an asset in a business synergistic with the business of the Company and shall provide to the Company additional benefits in addition to the investment of funds, but shall not include a transaction in which the Company is issuing securities primarily for the purpose of raising capital or to an entity whose primary business is investing in securities..

Company Lock Up Agreements. 3.18.1. Restriction on Sales of Capital Share. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, for a during the period commencing on the date hereof and ending on the date that is the earlier of six (6a) months forty-five (45) days after the date of this Agreement or (b) the date on which the closing price of the Company’s Common Stock on the Exchange is at or above 300% of the public offering price per Firm Share (subject to adjustments for stock dividends, stock splits, reverse stock splits, recapitalizations, reorganizations or similar transactions after the date of this Agreement) (the “Lock-Up Period”), (i) 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 shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (ii) file or caused cause to be filed any registration statement with the Commission relating to the offering of any shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (iii) complete any offering of debt securities of the Company, other than entering into a line of credit or senior credit facility with a traditional bank or other lending institution; or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital Share stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of shares of capital Share stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3.18.1 3.18 shall not apply to (i) the common shares of Firm Shares, the, the Company Pre-funded Warrant Shares or the Common Warrant Shares to be sold hereunder, ; (ii) the issuance by the Company of common shares of the Company Common Stock upon the exercise of a Share stock option or warrant (including the Pre-funded Warrants and the Common Warrants), the vesting of restricted stock units, performance stock units or deferred stock units, conversion of convertible notes or the exchange or conversion of a security outstanding on the date hereof, which is disclosed in the Registration Statement, Disclosure Package and Prospectus, provided that such options, warrants, and securities have not been amended since the date of this Agreement to increase the number of such securities or to decrease the exercise price, exchange price or conversion price of such securities or to extend the term of such securities (in ease case, other than in connection with stock splits, stock dividends, recapitalizations, reorganizations, reclassifications, combinations, reverse stock splits or other similar events occurring after the date hereof), provided, further, that it is understood that such securities will not be deemed to have been amended if the terms of such securities are automatically changed in accordance with their terms as such terms exist on the date of this Agreement, such as a decrease in their exercise price due to an anti-dilution provision; (iii) the issuance by the Company of options or common stock options, shares of capital stock of the Company or other awards under any stock, equity or option, compensation plan, employee stock purchase plan, employee benefit plan or other compensation plans of the Company, ; (iv) any the issuance of shares of Common Stock or other securities disclosed issued to a third party in connection with a bona fide commercial relationship (including strategic partnerships, joint ventures, marketing or distribution arrangements, collaboration agreements or acquisition or license of any business products, technology or intellectual property) or any bona fide acquisition of assets of not less than a majority or controlling portion of the Registration Statementequity of another entity, provided that such shares of Common Stock are issued as “restricted securities” (as defined in Rule 144) and carry no registration rights that require or permit the Pricing Disclosure Package or filing of any registration statement in connection therewith during the Prospectus, and prohibition period in Section 3.17; (v) the filing of a Registration Statement any registration statement on Form S-4 or Form S-8 or any a successor form thereto relating to the shares of Common Stock granted pursuant to or reserved for issuance under the stock-based compensation plans of the Company referred to in clause (iii); (vi) securities issued pursuant to acquisitions or strategic transactions approved by a majority of the disinterested directors of the Company, provided that such shares of Common Stock are issued as “restricted securities” (as defined in Rule 144) and carry no registration rights that require or permit the filing of any registration statement in connection therewith during the prohibition period in Section 3.17; (vii) issuances of shares of Common Stock or warrants to purchase shares of Common Stock to consultants, advisors or vendors of the Company, provided that such shares of Common Stock are issued as “restricted securities” (as defined in Rule 144) and carry no registration rights that require or permit the filing of any registration statement in connection therewith during the prohibition period in Section 3.1; (viii) the filing of a new shelf registration statement on Form S-3 and any amendment or supplements thereto, provided that such filing is submitted to the Commission no earlier than twenty (20) days after the pricing of the Offering; and (ix) issuances of shares of Common Stock pursuant to that certain convertible promissory note, dated November 23, 2021, in the original principal amount of $22,000,000 issued by the Company in favor of Lxxx Global Asset Management V, LLC (as subsequently amended, the “Lxxx Note”), including, but not limited to, the issuance of shares of Common Stock upon conversion of the Lxxx Note and as payment of outstanding principal or accrued interest on the Lxxx Note, provided that no term or condition of the Lxxx Note can be amended during the Lock-Up Period; provided further that in each of (ii) and (iii) above, the underlying shares shall be restricted from sale during the entire Lock-Up Period.

Company Lock Up Agreements. 3.18.1. Restriction on Sales of Capital Share. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, for a period of six (6) months after the date of this Agreement (the “Lock-Up Period”), (i) 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 shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (ii) file or caused cause to be filed any registration statement with the Commission relating to the offering of any shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (iii) complete any offering of debt securities of the Company, other than entering into a line of credit with a traditional bank or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital Share stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of shares of capital Share stock of the Company or such other securities, in cash or otherwise, except for any financings done in the United Kingdom, provided that any such financings shall not be done at a discount to the Offering. The restrictions contained in this Section 3.18.1 3.18. shall not apply to (i) the common shares of the Company ADSs to be sold hereunder, (ii) the issuance by the Company of common shares of the Company Ordinary Shares upon the exercise of a Share stock option or warrant or the conversion of a security outstanding on the date hereof, which is disclosed in the Registration Statement, Disclosure Package and Prospectus, provided that such options, warrants, and securities have not been amended since the date of this Agreement to increase the number of such securities or to decrease the exercise price, exchange price or conversion price of such securities or to extend the term of such securities, or (iii) the issuance by the Company of stock options or common shares of capital stock of the Company under any equity compensation plan of the Company, provided that in each of (ivii) any issuance of securities disclosed in the Registration Statementand (iii) above, the Pricing Disclosure Package or underlying shares shall be restricted from sale during the Prospectus, and (v) the filing of a Registration Statement on Form S-8 or any successor form theretoentire Lock-Up Period.

Company Lock Up Agreements. 3.18.1. Restriction on Sales of Capital Share. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the RepresentativeBuyers holding a majority in interest of the Common Shares, it will not, not for a period of six thirty (630) months days after the date of this Agreement (the “Lock-Up Period”), (i) 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 shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (ii) file or caused cause to be filed any registration statement with the Commission relating to the offering of any shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; or (iii) complete any offering of debt securities of the Company, other than entering into a line of credit with a traditional bank or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital Share stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of shares of capital Share stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3.18.1 4(k) shall not apply to (i) the common shares issuance of the Company to be sold hereunderCommon Shares, (ii) the issuance by the Company of common shares of the Company Common Stock upon the exercise of a Share stock option or warrant or the conversion of a security outstanding on the date hereof, which is disclosed in the Registration Statement, Disclosure Package and Prospectus, and which shall not have been amended during the Lock-Up Period, (iii) the issuance by the Company of options or common stock options, shares of capital stock of the Company or other awards under any equity compensation plan of the Company, Company and (iv) securities issued pursuant to acquisitions or strategic transactions approved by a majority of the disinterested directors of the Company, provided that any such issuance shall only be to a Person (or to the equityholders of a Person) which is, itself or through its subsidiaries, an operating company or an owner of an asset in a business synergistic with the business of the Company and shall provide to the Company additional benefits in addition to the investment of funds, but shall not include a transaction in which the Company is issuing securities disclosed primarily for the purpose of raising capital or to an entity whose primary business is investing in securities, provided that in each of (ii), (iii) and (iv) above, the underlying shares shall be restricted from sale during the entire Lock-Up Period and, provided further that, in the Registration Statementcase of (iv) above, the Pricing Disclosure Package or underlying shares shall also not be entitled to the Prospectus, and (v) benefit of any rights regarding the filing registration of a Registration Statement on Form S-8 or any successor form theretosuch underlying shares under the 1933 Act unless such rights are not exercisable until after the Lock-Up Period shall have expired.

Company Lock Up Agreements. 3.18.1. Restriction on Sales of Capital ShareStock. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, for a period of six (6) months 90 days after the date of this Agreement (the “Lock-Up Period”), (i) 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 shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (ii) file or caused to be filed any registration statement with the Commission relating to the offering of any shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (iii) complete any offering of debt securities of the Company, other than entering into a line of credit with a traditional bank or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital Share stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of shares of capital Share stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3.18.1 shall not apply to (i) the common shares Shares of the Company to be sold hereunder, (ii) the issuance by the Company of common shares Common Stock of the Company upon the exercise of a Share stock option or warrant or the conversion of a security outstanding on the date hereof, (iii) the grant or issuance by the Company of options or common shares of the Company Common Stock under any equity compensation plan of the Company, (iv) any issuance of securities disclosed in the Registration Statement, the Pricing Disclosure Package or the Prospectus, and (v) the filing of a Registration Statement on Form S-8 or any successor form thereto, and (vi) securities issued pursuant to acquisitions or strategic transactions approved by a majority of the disinterested directors of the Company, provided that any such issuance shall only be to a person or entity (or to the equity-holders of an entity) which is, itself or through its subsidiaries, an operating company or an owner of an asset in a business synergistic with the business of the Company and shall provide to the Company additional benefits in addition to the investment of funds, but shall not include a transaction in which the Company is issuing securities primarily for the purpose of raising capital or to an entity whose primary business is investing in securities.

Company Lock Up Agreements. 3.18.1. Restriction on Sales of Capital Share. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, not for a period of six thirty (630) months days after the date of this Agreement (the “"Lock-Up Period”"), (i) 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 shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (ii) file or caused cause to be filed any registration statement with the Commission relating to the offering of any shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the CompanyCompany (other than a Registration Statement on Form S-8); or (iii) complete any offering of debt securities of the Company, other than entering into a line of credit with a traditional bank or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital Share stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of shares of capital Share stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3.18.1 3.20 shall not apply to (i) the common shares of the Company Common Shares to be sold hereunder, (ii) the issuance by the Company of common shares of the Company Common Shares upon the exercise of a Share stock option or warrant or the conversion of a security outstanding on the date hereof, which is disclosed in the Registration Statement, Disclosure Package and Prospectus, provided that such options, warrants, and securities have not been amended since the date of this Agreement to increase the number of such securities or to decrease the exercise price, exchange price or conversion price of such securities or to extend the term of such securities, (iii) the issuance by the Company of options or common stock options, shares of capital stock of the Company or other awards under any equity compensation plan of the Company, provided that in each of (ivii) any issuance of securities disclosed in the Registration Statementand (iii) above, the Pricing Disclosure Package or underlying shares shall be restricted from sale during the Prospectus, and (v) the filing of a Registration Statement on Form S-8 or any successor form theretoentire Lock-Up Period.

Company Lock Up Agreements. 3.18.1. Restriction on Sales of Capital Share. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, not for a period of six thirty (630) months days after the date of this Agreement (the “Lock-Up Period”), (i) 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 shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (ii) file or caused cause to be filed any registration statement with the Commission relating to the offering of any shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; or (iii) complete any offering of debt securities of the Company, other than entering into a line of credit with a traditional bank or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital Share stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of shares of capital Share stock of the Company or such other securities, in cash or otherwise. In addition, for a period of six (6) months after the date of this Agreement, the Company will not directly or indirectly in any “at-the-market”, continuous equity or variable rate transaction, offer to sell, sell, contract to sell, grant any option to sell or otherwise dispose of shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company, without the prior written consent of the Representative. The restrictions contained in this Section 3.18.1 3.19 shall not apply to (i) the common shares of the Company Common Stock to be sold hereunder, (ii) the issuance by the Company of common shares of the Company Common Stock upon the exercise of a Share stock option or warrant or the conversion of a security outstanding on the date hereof, which is disclosed in the Registration Statement, Disclosure Package and Prospectus, provided that such options, warrants, and securities have not been amended since the date of this Agreement to increase the number of such securities or to decrease the exercise price, exchange price or conversion price of such securities or to extend the term of such securities, (iii) the issuance by the Company of options or common stock options, shares of capital stock of the Company or other awards under any equity compensation plan of the Company, provided that in each of (ivii) any issuance of securities disclosed in the Registration Statementand (iii) above, the Pricing Disclosure Package or underlying shares shall be restricted from sale during the Prospectus, and (v) the filing of a Registration Statement on Form S-8 or any successor form theretoentire Lock-Up Period.

Company Lock Up Agreements. 3.18.1. Restriction on Sales of Capital Share. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, not for a period of six ninety (690) months days after the date of this Agreement (the “Lock-Up Period”), (i) 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 shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the Company; (ii) file or caused cause to be filed any registration statement with the Commission relating to the offering of any shares of capital Share stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital Share stock of the CompanyCompany other than a registration statement on Form S-4 or S-8; or (iii) complete any offering of debt securities of the Company, other than entering into a line of credit with a traditional bank or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital Share stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of shares of capital Share stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3.18.1 3.14 shall not apply to (i) the common shares of the Company Common Stock to be sold hereunder, (ii) the issuance by the Company of common shares of the Company Common Stock upon the exercise of a Share stock option or warrant or the conversion of a security outstanding on the date hereof, which is disclosed in the Registration Statement, Disclosure Package and Prospectus, the terms of which option, warrant or other outstanding convertible security are not thereafter amended, or (iii) the issuance by the Company of options or common stock options, shares of capital stock of the Company or other awards under any equity compensation plan or officer and director stock purchase plan of the Company, provided that, with respect to securities acquired by the officers and directors of the Company identified in Schedule 3, in each of (ivii) any issuance of securities disclosed in the Registration Statementand (iii) above, the Pricing Disclosure Package underlying shares shall be restricted from sale during the entire Lock-Up Period, other than the sale of any shares of Common Stock to cover tax obligations in connection with the vesting or the Prospectus, and (v) the filing exercise of a Registration Statement on Form S-8 or any successor form theretosuch awards.