Embedded Lockups Clause Samples

An Embedded Lockups clause restricts the transfer or sale of certain assets or securities for a specified period within a broader agreement. Typically, this clause applies to shares or interests acquired in a transaction, preventing holders from selling or otherwise disposing of them until the lockup period expires. By imposing these restrictions, the clause helps maintain market stability, prevents sudden price fluctuations, and ensures that all parties adhere to agreed-upon holding periods.
Embedded Lockups. During the restricted period applicable under Section 4(h) hereof, the Company shall not waive any provisions of any “lock-up” or similar provision of any agreement entered into by the Company with any securityholder of the Company without the written consent of J.▇. ▇▇▇▇▇▇ Securities Inc., on behalf of the Underwriters, and shall enforce such provisions at the request of the Underwriters.
Embedded Lockups. Neither the Company nor Holdings shall waive any provisions of any “lock-up” or similar provision of any agreement entered into by the Company or Holdings with any securityholder of the Company or Holdings without the written consent of ▇▇ ▇▇▇▇▇▇ Securities Inc. on behalf of the Underwriters, and the Company and Holdings shall enforce such provisions at the request of the Underwriters.
Embedded Lockups. During the restricted period applicable under Section 4(h) hereof (or, solely with respect to any Limited Embedded Lockup (as defined below), until the 25th day following the date hereof), the Company shall not waive any provisions of any “lock-up”, “market stand-off” or similar provision of any agreement entered into by the Company with any securityholder of the Company (an “Embedded Lockup”) without the written consent of JPMorgan and ▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co., on behalf of the Underwriters, and shall enforce such provisions at the request of the Underwriters. For purposes of this Agreement, a “Limited Embedded Lockup” is an Embedded Lockup that restricts the transfer of Common Stock in respect of the offering contemplated by this Agreement for a maximum period of less than the maximum potential restricted period applicable under Section 4(h) hereof (taking into account the possibility of the extension of such restricted period pursuant to the terms of Section 4(h)).