Lockup Agreement Sample Clauses
Lockup Agreement. Each Holder of Registrable Securities agrees in connection with any registration of the Company’s securities that, upon the request of the managing underwriter of any underwritten offering of the Company’s securities (or, if there is no managing underwriter, the Company), it or he or she shall not sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any capital stock of the Company (other than those that included in such registration) without the prior written consent of such managing underwriter for a period not to exceed ninety (90) days. The Company may impose stop transfer instructions with respect to the Registrable Securities subject to the foregoing restriction until the end of the lock-up period.
Lockup Agreement. In consideration for the Company agreeing to its obligations under Sections 3 through 13, each Holder agrees in connection with any registration effected by the Company hereunder (other than (i) a registration relating solely to employee benefit plans on Form S-1, S-8 or similar forms which may be promulgated in the future, or (ii) a registration on Form S-4 or similar form which may be promulgated in the future relating solely to a SEC Rule 145 transaction) of the Company's securities, upon the request of the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed 120 days) from the effective date of such registration as the Company or the underwriters may specify; PROVIDED, HOWEVER, that (i) such Holder shall have no obligation to enter into the agreement described herein unless all executive officers and directors of the Company enter into similar agreements, and (ii) nothing herein shall prevent any Holder that is a partnership from making a distribution of Registrable Securities to the partners thereof that is otherwise in compliance with applicable securities laws, based on an opinion of counsel, which opinion and counsel are each reasonably satisfactory to the Company.
Lockup Agreement. For so long as the Investor has the right to have Registrable Securities included in any registration pursuant to this Agreement, the Investor agrees in connection with any registration of the Company's securities upon the request of the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, pledge, grant any option for the purchase of or otherwise dispose of any Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, during the seven days prior to and during the 180-day period beginning on the effective date of such registration as the Company or the underwriters may specify. This provision shall apply whether or not any Registrable Securities of the Investor are included in the offering.
Lockup Agreement. In consideration for the Company agreeing to its obligations hereunder, the Holders of Registrable Securities agree in connection with any registration of the Company’s securities (which includes Registrable Securities of at least $75,000 in value) pursuant to Section 3 hereof that, upon the request of the Company not to sell, make any short sale of, loan, grant any option for the purchase of or otherwise dispose of any Registrable Securities (other than those shares included in such registration) without the prior written consent of the Company for such period of time (not to exceed 180 days) from the effective date of such registration as the Company may specify.
Lockup Agreement. The Company will deliver to the Subscribers on or before the Closing Date and enforce the provisions of irrevocable lockup agreements (“Lockup Agreement”) in the form annexed hereto as Exhibit J, with the persons identified on Schedule 9(x) with respect to the Common Stock and rights to acquire Common Stock set forth on Schedule 9(x).
Lockup Agreement. Purchaser, if requested by the Company and an underwriter of Common Stock or other securities of the Company, agrees not to sell or otherwise transfer or dispose of any Common Stock (or other securities) of the Company held by Purchaser during the period not to exceed 180 days as requested by the managing underwriter following the effective date of a registration statement of the Company filed under the Securities Act, provided that all officers and directors of the Company are required or agree to enter into similar agreements. Such agreement shall be in writing in a form satisfactory to the Company and such underwriter. The Company may impose stop-transfer instructions with respect to the shares or other securities subject to the foregoing restriction until the end of such period.
Lockup Agreement. Each of the COMPANIES and the STOCKHOLDERS shall have signed an agreement with the Underwriters, in form and substance identical to agreements signed by the Other Founding Companies and the Founding Stockholders in connection with the Other Agreements, by which the STOCKHOLDERS covenant to hold all of the VPI Stock acquired hereunder for a period of at least 180 days after the Closing Date except for transfers to immediate family members, and trusts for the benefit of STOCKHOLDERS and/or immediate family members, who agree to be bound by such restrictions on transfer.
Lockup Agreement. If the Company or any of its subsidiaries undertakes an underwritten initial public offering of its equity securities, the Employee hereby agrees that, without the prior written consent of the Company (and Investor so long as Investor or its affiliates owns no less than 35% of the outstanding equity interest in the Company), the Employee shall not, directly or indirectly, effect any public sale or distribution (including sales pursuant to Rule 144 under the Securities Act of 1933, as amended) of such equity securities or enter into a transaction that would have the same effect, or enter into any swap, hedge or other arrangement that transfers, in whole or in part, any economic consequences of ownership of such securities, whether any such aforementioned transaction is to be settled by delivery of such securities or other securities, in cash or otherwise, or publicly discloses the intention to make any such offer, sale, pledge or disposition, or to enter into any such transaction, swap, hedge or other arrangement, in each case during a period of one (1) year following the consummation of such offering. The Employee further agrees to execute and deliver such other similar “lock-up” agreements (not in excess of one (1) year from the completion of the offering) requested by the managing underwriter(s) in such offering.
Lockup Agreement. For a period of ninety (90) calendar days following the Effective Time (as such term is defined in the Merger Agreement), Stockholder shall not Transfer or in any other way reduce Stockholder's risk of ownership of or investment in any shares of Acquiror Common Stock which Stockholder currently owns or purchases or otherwise acquires after the execution of this Voting Agreement, whether pursuant to the Merger or otherwise (including any securities which may be paid as a dividend or otherwise distributed thereon or with respect thereto or issued or delivered in exchange or substitution therefor) (all such securities being referred to herein collectively as "Restricted Acquiror Securities"), or any option, right or other interest with respect to any Restricted Acquiror Securities; provided, however, that nothing in this Agreement shall restrict Stockholder's ability to exercise options to acquire shares of Acquiror Common Stock (it being understood, however, that any shares of Acquiror Common Stock issued to Stockholder upon exercise of such options shall become "Restricted Acquiror Securities" that are subject to the prohibitions described in this Section 5). Stockholder also understands and agrees that stop transfer instructions may be given to Acquiror's transfer agent with respect to certificates evidencing the Restricted Acquiror Securities to enforce Stockholder's compliance with this Section 5. Notwithstanding anything to the contrary contained in this Voting Agreement, this Section 5 shall have no force or effect (x) if the Merger Agreement is terminated or (y) if Stockholder's employment with Acquiror is terminated.
Lockup Agreement. The Sellers shall execute and deliver to Purchaser the Lockup Agreement.