One Year Lock Up Sample Clauses

One Year Lock Up. Except for any Permitted Transfer, Holder shall not transfer, assign, encumber or otherwise dispose of any of the Shares and the rights and privileges conferred by this Agreement for a period of one year from the date on which such Shares are earned.
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One Year Lock Up. During the period beginning on the date hereof and continuing to and including the one year anniversary of the Effective Date (the “Lock Up Period”), Shareholder will not, without the prior written consent of Parent, directly or indirectly: (i) offer, sell, contract to sell, pledge, grant any option to purchase, make any short sale or otherwise dispose of any shares of common stock of Parent (including shares of common stock of Parent issued to Shareholder in connection with the Merger and pursuant the Merger Agreement (such shares are referred to as the “Parent Shares”)), or any options or warrants to purchase any Parent Shares, or any securities convertible into, exchangeable for or that represent the right to receive Parent Shares, whether now owned or hereinafter acquired, owned directly by Shareholder (including Shareholder holding as a custodian); or (ii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of any Parent Shares; whether any such swap or transaction described in (i) or (ii) above is to be settled by delivery of Parent Shares, in cash or otherwise. The foregoing restriction is expressly agreed to preclude Shareholder from engaging in any hedging or other transaction which is designed to or reasonably expected to lead to, or result in, a sale or disposition of Shareholder’s Parent Shares even if such Parent Shares would be disposed of by someone other than Shareholder. Such prohibited hedging or other transactions would include without limitation any short sale (whether or not against the box) or any purchase, sale or grant of any right (including without limitation any put or call option) with respect to any of Shareholder’s Parent Shares or with respect to any security that includes, relates to, or derives any significant part of its value from such Parent Shares. Shareholder further represents and agrees that Shareholder has not taken and will not take, directly or indirectly, any action which is designed to or which has constituted or which might reasonably be expected to cause or result in stabilization or manipulation of the price of any security of Parent to facilitate the sale or resale of the Parent Shares, or which has otherwise constituted or will constitute any prohibited bid for or purchase of the Parent Shares or any related securities. Notwithstanding the foregoing, a Shareholder may transfer Parent Shares (i) as a ...
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One Year Lock Up. Each Holder agrees, from the date of the Closing and for a period of twelve (12) months thereafter (the “One Year Lock-Up Period”), not to (a) lend, 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, or otherwise transfer or dispose of, directly or indirectly, any of the One Year Lock-Up Shares or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any One Year Lock-Up Shares, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of One Year Lock-Up Shares or such other securities, in cash or otherwise, without the prior written consent of the Issuer.
Sample 1
One Year Lock Up. Each Company Shareholder agrees that he, she or it, as applicable, will not, and each Target Shareholder shall not, during the period commencing on the Effective Date and ending on the first anniversary thereof, offer, contract to sell, sell, pledge, or otherwise dispose of (collectively, "Transfer") any Merger Shares or any shares of the Globe Common Stock issuable upon conversion of the Globe Preferred Stock without the prior written consent of the Globe, except (i) with regard to the Company Shareholders, upon the exercise by such Company Shareholder of the "co-sale" right as contemplated by the Stockholders' Agreement or (ii) with regard to all Target Shareholders, for Transfers to Related Parties; provided, however, that (A) no Transfer to a Related Party by a Company Shareholder shall be permitted, nor shall it be recognized or effective, without compliance with the terms of the Stockholders' Agreement relating to such Transfers and (B) no Transfer to a Related Party by a Target Shareholder (excluding the Company Shareholders) shall be permitted, nor shall it be recognized or effective, unless such Related Party agrees with the Globe in writing that he/she/it shall be bound by the provisions of this Section 14.1. All certificates to the Target Shareholders representing Merger Shares or any shares of Common Stock issuable upon conversion of the Globe Preferred Stock shall provide that such shares cannot be Transferred during the period commencing on the Effective Date and ending on the first anniversary thereof.
Sample 1

Related to One Year Lock Up

  • 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.

  • Qualifying Period If a regular employee is promoted or transferred to a position, then that employee shall be considered a qualifying employee in her new position for a period of ninety (90) calendar days. If a regular employee is promoted or transferred to a position either within or outside the certification and is found to be unsatisfactory, she shall be returned to her previously held position. If a regular employee is promoted to a position, either within or outside the certification, and finds the position to be unsatisfactory, she shall be returned to her previously held position.

  • Break Period All employees working in full time (7 or 7.5 hour) positions shall be permitted a fifteen (15) minute rest period both in the first half and the second half of a shift.

  • 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.

  • Vesting Period The vesting period of the Restricted Stock (the “Vesting Period”) begins on the Grant Date and continues until such date as is set forth on Schedule A as the date on which the Restricted Stock is fully vested. On the first Annual Vesting Date following the date of this Agreement and each Annual Vesting Date thereafter the number of shares of Restricted Stock equal to the Annual Vesting Amount shall become vested, subject to earlier forfeiture as provided in this Agreement. To the extent that Schedule A provides for amounts or schedules of vesting that conflict with the provisions of this paragraph, the provisions of Schedule A will govern. Except as permitted under Section 10, the shares of Restricted Stock for which the applicable Vesting Period has not expired may not be sold, assigned, transferred, pledged or otherwise disposed of or encumbered (whether voluntary or involuntary or by judgment, levy, attachment, garnishment or other legal or equitable proceeding). The Employee shall not have the right to receive cash dividends paid on shares of Restricted Stock for which the applicable Vesting Period has not expired. In lieu thereof, the Employee shall have the right to receive from the Company an amount, in cash, equal to the cash dividends payable on shares of Restricted Stock for which the applicable Vesting Period has not expired, provided the Employee is employed by the Company on the payroll date coinciding with or immediately following the date any such cash dividends are paid on the Restricted Shares. The Employee shall have the right to vote the Restricted Stock, regardless of whether the applicable Vesting Period has expired.

  • Election Period The period which begins on the first day of the Plan Year in which the Participant attains age thirty-five (35) and ends on the date of the Participant’s death. If a Participant separates from Service prior to the first day of the Plan Year in which age thirty-five (35) is attained, the Election Period shall begin on the date of separation, with respect to the account balance as of the date of separation.

  • week period If an employee fails to return at the end of the family care or medical leave, the CSU may require repayment of insurance premiums paid during the unpaid portion of the leave. The CSU shall not require repayment of premiums if the employee's failure to return is due to his/her serious health condition or due to circumstances beyond the employee's control.

  • 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).

  • Termination Period This Option shall be exercisable for three (3) months after Participant ceases to be a Service Provider, unless such termination is due to Participant’s death or Disability, in which case this Option shall be exercisable for twelve (12) months after Participant ceases to be a Service Provider. Notwithstanding the foregoing sentence, in no event may this Option be exercised after the Term/Expiration Date as provided above and this Option may be subject to earlier termination as provided in Section 13 of the Plan.

  • Tax Periods Ending on or Before the Closing Date Buyer shall prepare or cause to be prepared and file or cause to be filed all Tax Returns for the Company and the Company Subsidiary for all periods ending on or prior to the Closing Date which are required to be filed (taking into account all extensions properly obtained) after the Closing Date.

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