Common use of Lock-Up Provisions Clause in Contracts

Lock-Up Provisions. (a) The Holder hereby agrees that it shall not, and shall cause any of its Permitted Transferees not to, Transfer any Lock-Up Shares during the Lock-Up Period (the “Transfer Restriction”). Notwithstanding the foregoing, the Holder or any of its Permitted Transferees may Transfer any or all of the Lock-Up Shares during the Lock-Up Period: (i) to the Holder’s officers or directors; (ii) to any Affiliate(s) of the Holder (including, for the avoidance of doubt, Sxxxxxx Xxxxxxxxxxx); (iii) in respect of (i) or (ii), in the case of an individual, by gift to a member of such individual’s Immediate Family or to a trust, the beneficiary of which is a member of such individual’s Immediate Family or to a charitable organization; (iv) in respect of (i) or (ii), in the case of an individual, by virtue of laws of descent and distribution upon death of such individual or pursuant to operation of law pursuant to a qualified domestic order or in connection with a divorce settlement; (v) in the case of any Permitted Transferee that is a corporation, partnership, limited liability company, trust or other business entity, to any partners (general or limited), members, managers, shareholders or holders of similar equity interests in the Permitted Transferee (or, in each case, its nominee or custodian) or any of its Affiliates; (vi) by virtue of any binding law or order of a governmental entity or by virtue of any Permitted Transferee’s organizational documents upon liquidation or dissolution of the Permitted Transferee; (vii) for the purposes of granting a pledge(s) of Lock-Up Shares as security or collateral in connection with any borrowing or the incurrence of any indebtedness by a Permitted Transferee (provided that such borrowing or incurrence of indebtedness is secured by a portfolio of assets or equity interests issued by multiple issuers); or (viii) pursuant to a bona fide tender offer, merger, consolidation or other similar transaction, in each case made to all holders of Ordinary Shares, involving a Change of Control (including negotiating and entering into an agreement providing for any such transaction), provided, however, that in the event that such tender offer, merger, consolidation or other such transaction is not completed, the Lock-Up Shares shall remain subject to the Transfer Restriction.

Lock-Up Provisions. (a) The Holder hereby agrees that it shall not, and shall cause any of its Permitted Transferees not to, Transfer any Lock-Up Shares during the Lock-Up Period (the “Transfer Restriction”). Notwithstanding the foregoingprovisions set forth in Section 2(b), the Holder or any of its Permitted Transferees may Transfer any or all of the Lock-Up Shares during the Lock-Up Period: (i) to the Holder’s officers or directors; (ii) to any Affiliate(s) of the Holder (including, for the avoidance of doubt, Sxxxxxx Xxxxxxxxxxx)Holder; (iii) in respect of (i) or (ii), in the case of an individual, by gift to a member of such individual’s Immediate Family or to a trust, the beneficiary of which is a member of such individual’s Immediate Family or to a charitable organization; (iv) in respect of (i), (ii) or (iiiii), in the case of an individual, by virtue of laws of descent and distribution upon death of such individual or pursuant to operation of law pursuant to a qualified domestic order or in connection with a divorce settlement; (v) in the case of a Holder (or any Permitted Transferee Transferee) that is a corporation, partnership, limited liability company, trust or other business entity, to any partners (general or limited), beneficiaries, members, managers, shareholders or holders of similar equity interests in the Permitted Transferee Holder (or, in each case, its nominee or custodian) or any of its their Affiliates; (vi) by virtue of any binding law or order of a governmental entity or by virtue of any Permitted Transfereethe Holder’s organizational documents upon liquidation or dissolution of the Permitted TransfereeHolder; (vii) for the purposes of granting a pledge(s) of Lock-Up Shares as security or collateral in connection with any borrowing or the incurrence of any indebtedness by a Permitted Transferee the Holder (provided that such borrowing or incurrence of indebtedness is secured by a portfolio of assets or equity interests issued by multiple issuers); or (viii) pursuant to a bona fide tender offer, merger, consolidation or other similar transaction, in each case made to all holders of Pubco Ordinary Shares, involving a Change change of Control (including negotiating and entering into an agreement providing for any such transaction), ) provided, however, that in the event that such tender offer, merger, consolidation or other such transaction is not completed, the Lock-Up Shares Holder’s shares shall remain subject to the Transfer Restrictionprovisions of Section 2(b).

Lock-Up Provisions. (a) The Holder hereby agrees that it shall not, and shall cause any of its Permitted Transferees not to, Transfer any Lock-Up Shares during the Lock-Up Period (the “Transfer Restriction”). Notwithstanding the foregoingprovisions set forth in Section 2(b), the Holder or any of its Permitted Transferees may Transfer any or all of the Lock-Up Shares during the Lock-Up Period: Period (i) to the Holder’s officers officers, directors, managers or directorsmanagement committee members; (ii) to any Affiliate(s) Affiliates of the Holder (includingor such Affiliate’s officers, for the avoidance of doubtdirectors, Sxxxxxx Xxxxxxxxxxx)managers or management committee members; (iii) in respect of (i) or (ii), in the case of the Holder being an individual, by gift to a member of such individual’s Immediate Family or to a trust, the beneficiary of which is a member of such individual’s Immediate Family or to a charitable organization; (iv) in respect of (i) or (ii), in the case of the Holder being an individual, by virtue of laws of descent and distribution upon death of such individual or pursuant to operation of law pursuant to a qualified domestic order or in connection with a divorce settlementindividual; (v) in the case of any Permitted Transferee that is the Holder being an individual, pursuant to a corporation, partnership, limited liability company, trust or other business entity, qualified domestic relations order; (vi) to any partners (general or limited), members, managers, shareholders or holders of similar equity interests in of the Permitted Transferee Holder (or, in each case, its nominee or custodian) or any of its their respective Affiliates; (vivii) by virtue of any binding law or applicable Law, order of a governmental entity Governmental Authority or by virtue of any Permitted Transfereethe Holder’s organizational documents Organization Documents upon liquidation or dissolution of the Permitted TransfereeHolder; (viiviii) for in connection with any pledge, hypothecation or other granting of a security interest in the purposes of granting a pledge(s) of Lock-Up Shares to one or more lending institutions as collateral or security or collateral in connection with for any borrowing or the incurrence of any indebtedness by a Permitted Transferee the Holder (provided that such borrowing or incurrence of indebtedness is secured by a portfolio of assets or equity interests issued by multiple issuers); or (viiiix) pursuant to a bona fide tender offer, merger, consolidation or other similar transaction, in each case case, made to all holders of Pubco Ordinary Shares, involving a Change of Control (including negotiating and entering into an agreement providing for any such transaction), provided, however, provided that in the event that such tender offer, merger, consolidation or other such transaction is not completed, the Holder’s Lock-Up Shares shall remain subject to the Transfer Restrictionprovisions of Section 2(b); provided, however, that in the case of clauses (i) through (ix) these Permitted Transferees must enter into a written agreement agreeing to be bound by the provisions set forth in Section 2(b).

Lock-Up Provisions. (a) The Holder hereby agrees that it shall not, and shall cause any of its Permitted Transferees not to, Transfer any Lock-Up Shares during the Lock-Up Period (the “Transfer Restriction”). Notwithstanding the foregoingprovisions set forth in Section 2(b), the Holder or any of its Permitted Transferees may Transfer any or all of the Lock-Up Shares during the Lock-Up Period: (i) to the Holder’s officers or directors; (ii) to any Affiliate(s) of the Holder (including, for the avoidance of doubt, Sxxxxxx Xxxxxxxxxxx)Holder; (iii) in respect of (i) or (ii), in the case of an individual, by gift to a member of such individual’s Immediate Family or to a trust, the beneficiary of which is a member of such individual’s Immediate Family or to a charitable organization; (iv) in respect of (i), (ii) or (iiiii), in the case of an individual, by virtue of laws of descent and distribution upon death of such individual or pursuant to operation of law pursuant to a qualified domestic order or in connection with a divorce settlement; (v) in the case of a Holder (or any Permitted Transferee Transferee) that is a corporation, partnership, limited liability company, trust or other business entity, to any partners (general or limited), beneficiaries, members, managers, shareholders or holders of similar equity interests in the Permitted Transferee Holder (or, in each case, its nominee or custodian) or any of its their Affiliates; (vi) by virtue of any binding law or order of a governmental entity or by virtue of any Permitted Transfereethe Holder’s organizational documents upon liquidation or dissolution of the Permitted TransfereeHolder; (vii) for the purposes of granting a pledge(s) of Lock-Up Shares as security or collateral in connection with any borrowing or the incurrence of any indebtedness by a Permitted Transferee the Holder (provided that such borrowing or incurrence of indebtedness is secured by a portfolio of assets or equity interests issued by multiple issuers); or (viii) pursuant to a bona fide tender offer, merger, consolidation or other similar transaction, in each case made to all holders of Pubco Ordinary Shares, involving a Change change of Control (including negotiating and entering into an agreement providing for any such transaction), ) provided, however, that in the event that such tender offer, merger, consolidation or other such transaction is not completed, the Lock-Up Shares Holder’s shares shall remain subject to the Transfer Restrictionprovisions of Section 2(b), provided further, that in the case of clauses (i) through (vii), these Permitted Transferees must enter into a written agreement agreeing to be bound by the provisions set forth in Section 2(b).

Lock-Up Provisions. (a) The Holder hereby agrees that it shall not, and shall cause any of its Permitted Transferees not to, Transfer any Lock-Up Shares during the Lock-Up Period (the “Transfer Restriction”). Notwithstanding the foregoingprovisions set forth in Section 2(b), the Holder or any of its Permitted Transferees may Transfer any or all of the Lock-Up Shares during the Lock-Up Period: (i) to the Holder’s officers or directors; (ii) to any Affiliate(s) of the Holder (including, for the avoidance of doubt, Sxxxxxx Xxxxxxxxxxx)Holder; (iii) in respect of (i) or (ii), in the case of an individual, by gift to a member of such individual’s Immediate Family or to a trust, the beneficiary of which is a member of such individual’s Immediate Family Family, an Affiliate of such individual or to a charitable organization; (iv) in respect of (i), (ii) or (iiiii), in the case of an individual, by virtue of laws of descent and distribution upon death of such individual or pursuant to operation of law pursuant to a qualified domestic order or in connection with a divorce settlement; (v) in the case of a Holder (or any Permitted Transferee Transferee) that is a corporation, partnership, limited liability company, trust or other business entity, to any partners (general or limited), beneficiaries, members, managers, shareholders or holders of similar equity interests in the Permitted Transferee Holder (or, in each case, its nominee or custodian) or any of its their Affiliates; (vi) by virtue of any binding law or order of a governmental entity or by virtue of any Permitted Transfereethe Holder’s organizational documents upon liquidation or dissolution of the Permitted TransfereeHolder; (vii) for the purposes of granting a pledge(s) of Lock-Up Shares as security or collateral in connection with any borrowing or the incurrence of any indebtedness by a Permitted Transferee the Holder (provided that such borrowing or incurrence of indebtedness is secured by a portfolio of assets or equity interests issued by multiple issuers); or (viii) pursuant to a bona fide tender offer, merger, consolidation or other similar transaction, in each case made to all holders of Pubco Ordinary Shares, involving a Change change of Control (including negotiating and entering into an agreement providing for any such transaction), ) provided, however, that in the event that such tender offer, merger, consolidation or other such transaction is not completed, the Lock-Up Shares Holder’s shares shall remain subject to the Transfer Restrictionprovisions of Section 2(b), provided further, that in the case of clauses (i) through (viii), these Permitted Transferees must enter into a written agreement agreeing to be bound by the provisions set forth in Section 2(b).

Lock-Up Provisions. (a) The Holder hereby agrees that it shall not, and shall cause any of its Permitted Transferees not to, Transfer any Lock-Up Shares during the Lock-Up Period (the “Transfer Restriction”). Notwithstanding the foregoingprovisions set forth in Section 2(b), the Holder or any of its Permitted Transferees may Transfer any or all of the Lock-Up Shares during the Lock-Up Period: (i) to the Holder’s officers or directors; (ii) to any Affiliate(s) of the Holder (including, for the avoidance of doubt, Sxxxxxx Xxxxxxxxxxx)Holder; (iii) in respect of (i) or (ii), in the case of an individual, by gift to a member of such individual’s Immediate Family or to a trust, the beneficiary of which is a member of such individual’s Immediate Family or to a charitable organization; (iv) in respect of (i), (ii) or (iiiii), in the case of an individual, by virtue of laws of descent and distribution upon death of such individual or pursuant to operation of law pursuant to a qualified domestic order or in connection with a divorce settlement; (v) in the case of a Holder (or any Permitted Transferee Transferee) that is a corporation, partnership, limited liability company, trust or other business entity, to any partners (general or limited), members, managers, shareholders or holders of similar equity interests in the Permitted Transferee Holder (or, in each case, its nominee or custodian) or any of its their Affiliates; (vi) by virtue of any binding law or order of a governmental entity or by virtue of any Permitted Transfereethe Holder’s organizational documents upon liquidation or dissolution of the Permitted TransfereeHolder; (vii) for the purposes of granting a pledge(s) of Lock-Up Shares as security or collateral in connection with any borrowing or the incurrence of any indebtedness by a Permitted Transferee the Holder (provided that such borrowing or incurrence of indebtedness is secured by a portfolio of assets or equity interests issued by multiple issuers); or (viii) pursuant to a bona fide tender offer, merger, consolidation or other similar transaction, in each case made to all holders of Pubco Ordinary Shares, involving a Change change of Control (including negotiating and entering into an agreement providing for any such transaction), ) provided, however, that in the event that such tender offer, merger, consolidation or other such transaction is not completed, the Lock-Up Shares Holder’s shares shall remain subject to the Transfer Restrictionprovisions of Section 2(b).

Lock-Up Provisions. (a) The Holder hereby agrees that it shall not, and shall cause any of its Permitted Transferees not to, Transfer any Lock-Up Shares during the Lock-Up Period (the “Transfer Restriction”). Notwithstanding the foregoingprovisions set forth in Section 3(b), the Holder or any of its Permitted Transferees may Transfer any or all of the Lock-Up Shares other than unvested Earnout Shares (the “Nonforfeitable Lockup-Up Shares”) during the Lock-Up Period: (i) to the Holder’s officers officers, directors, managers or directorsmanagement committee members; (ii) to any Affiliate(s) Affiliates of the Holder (includingor such Affiliate’s officers, for the avoidance of doubtdirectors, Sxxxxxx Xxxxxxxxxxx)managers or management committee members; (iii) in respect of (i) or (ii), in the case of any such Permitted Transferee being an individual, by gift to a member of such individual’s Immediate Family or to a trust, the beneficiary of which is a member of such individual’s Immediate Family or to a charitable organization; (iv) in respect of (i) or (ii), in the case of any such Permitted Transferee being an individual, by virtue of laws of descent and distribution upon death of such individual or pursuant to operation of law pursuant to a qualified domestic order or in connection with a divorce settlementindividual; (v) in the case of any such Permitted Transferee that is being an individual, pursuant to a corporation, partnership, limited liability company, trust or other business entity, qualified domestic relations order; (vi) to any partners (general or limited), members, managers, shareholders or holders of similar equity interests in Equity Securities of the Permitted Transferee Holder (or, in each case, its nominee or custodian) or any of its their respective Affiliates; (vivii) by virtue of any binding law applicable Law or order of a governmental entity or by virtue of any Permitted Transfereethe Holder’s organizational documents Governing Documents upon liquidation or dissolution of the Permitted TransfereeHolder; (viiviii) for in connection with any pledge, hypothecation or other granting of a security interest in the purposes of granting a pledge(s) of Nonforfeitable Lock-Up Shares to one or more lending institutions as collateral or security or collateral in connection with for any borrowing or the incurrence of any indebtedness by a Permitted Transferee the Holder (provided provided, that such borrowing or incurrence of indebtedness is secured by a portfolio of assets or equity interests Equity Securities issued by multiple issuers); or (viiiix) pursuant to a bona fide tender offer, merger, consolidation or other similar transaction, in each case case, made to all holders of PubCo Ordinary Shares, involving a Change of Control (including negotiating and entering into an agreement providing for any such transaction), ; provided, however, that in the event that such tender offer, merger, consolidation or other such transaction is not completed, the all Nonforfeitable Lock-Up Shares shall remain subject to the Transfer Restrictionprovisions of Section 3(b); or (x) to the Holder; provided, however, that, in the case of clauses (i) through (ix), any such Permitted Transferees shall enter into a written agreement agreeing to be bound by the provisions set forth in this Section 3 prior to or concurrently with such Transfer.

Lock-Up Provisions. (a) The Holder hereby agrees that it shall not, and shall cause any of its Permitted Transferees not to, Transfer any Lock-Up Shares during the Lock-Up Period (the “Transfer Restriction”). Notwithstanding the foregoingprovisions set forth in Section 2(b), the Holder or any of its Permitted Transferees may Transfer any or all of the Lock-Up Shares during the Lock-Up Period: (i) to the Holder’s officers officers, directors, managers or directorsmanagement committee members; (ii) to any Affiliate(s) Affiliates of the Holder (includingor such Affiliate’s officers, for the avoidance of doubtdirectors, Sxxxxxx Xxxxxxxxxxx)managers or management committee members; (iii) in respect of (i) or (ii), in the case of any such Permitted Transferee being an individual, by gift to a member of such individual’s Immediate Family or to a trust, the beneficiary of which is a member of such individual’s Immediate Family or to a charitable organization; (iv) in respect of (i) or (ii), in the case of any such Permitted Transferee being an individual, by virtue of laws of descent and distribution upon death of such individual or pursuant to operation of law pursuant to a qualified domestic order or in connection with a divorce settlementindividual; (v) in the case of any such Permitted Transferee that is being an individual, pursuant to a corporation, partnership, limited liability company, trust or other business entity, qualified domestic relations order; (vi) to any partners (general or limited), members, managers, shareholders or holders of similar equity interests in Equity Securities of the Permitted Transferee Holder (or, in each case, its nominee or custodian) or any of its their respective Affiliates; (vivii) by virtue of any binding law applicable Law or order of a governmental entity or by virtue of any Permitted Transfereethe Holder’s organizational documents Governing Documents upon liquidation or dissolution of the Permitted TransfereeHolder; (viiviii) for in connection with any pledge, hypothecation or other granting of a security interest in the purposes of granting a pledge(s) of Lock-Up Shares to one or more lending institutions as collateral or security or collateral in connection with for any borrowing or the incurrence of any indebtedness by a Permitted Transferee the Holder (provided provided, that such borrowing or incurrence of indebtedness is secured by a portfolio of assets or equity interests Equity Securities issued by multiple issuers); or (viiiix) pursuant to a bona fide tender offer, merger, consolidation or other similar transaction, in each case case, made to all holders of PubCo Ordinary Shares, involving a Change of Control (including negotiating and entering into an agreement providing for any such transaction), ; provided, however, that in the event that such tender offer, merger, consolidation or other such transaction is not completed, the all Lock-Up Shares shall remain subject to the Transfer Restrictionprovisions of Section 2(b); or (x) to the Holder; provided, however, that, in the case of clauses (i) through (ix), any such Permitted Transferees shall enter into a written agreement agreeing to be bound by the provisions set forth in this Section 2 prior to or concurrently with such Transfer.