Common use of Restriction on Sale of Securities by Company Clause in Contracts

Restriction on Sale of Securities by Company. For the period specified below (the “Lock-Up Period”), the Company will not, directly or indirectly, take any of the following actions with respect to its Securities or any securities convertible into or exchangeable or exercisable for any of its Securities (“Lock-Up Securities”): (i) offer, sell, issue, contract to sell, pledge or otherwise dispose of Lock-Up Securities, (ii) offer, sell, issue, contract to sell, contract to purchase or grant any option, right or warrant to purchase Lock-Up Securities, (iii) enter into any swap, hedge or any other agreement that transfers, in whole or in part, the economic consequences of ownership of Lock-Up Securities, (iv) establish or increase a put equivalent position or liquidate or decrease a call equivalent position in Lock-Up Securities within the meaning of Section 16 of the Exchange Act or (v) file with the Commission a registration statement under the Act relating to Lock-Up Securities, or publicly disclose the intention to take any such action, without the prior written consent of the Representatives; except that the restrictions of this Section 5(j) shall not apply to (a) the Offered Securities sold hereunder, (b) issuances of Lock-Up Securities pursuant to the conversion or exchange of convertible or exchangeable securities or the exercise of warrants or options, in each case outstanding on the date hereof and described in the General Disclosure Package or (c) grants of employee stock options pursuant to the terms of a plan in effect on the date hereof and described in the General Disclosure Package or issuances of Lock-Up Securities pursuant to the exercise of such options. The Lock-Up Period will commence on the date hereof and continue for 90 days after the date hereof or such earlier date that the Representatives consent to in writing.

Restriction on Sale of Securities by Company. For the period specified below (the “"Lock-Up Period”"), the Company will not, directly or indirectly, take any of the following actions with respect to its Securities or any securities convertible into or exchangeable or exercisable for any of its Securities (“"Lock-Up Securities”"): (i) offer, sell, issue, contract to sell, pledge or otherwise dispose of Lock-Up Securities, (ii) offer, sell, issue, contract to sell, contract to purchase or grant any option, right or warrant to purchase Lock-Up Securities, (iii) enter into any swap, hedge or any other agreement that transfers, in whole or in part, the economic consequences of ownership of Lock-Up Securities, (iv) establish or increase a put equivalent position or liquidate or decrease a call equivalent position in Lock-Up Securities within the meaning of Section 16 of the Exchange Act or (v) file with the Commission a registration statement under the Act relating to Lock-Up Securities, or publicly disclose the intention to take any such action, without the prior written consent of the RepresentativesRepresentative; except that the restrictions of this Section 5(j) shall not apply to (a) the Offered Securities sold hereunder, (b) issuances of Lock-Up Securities pursuant to the conversion or exchange of convertible or exchangeable securities or the exercise of warrants or options, in each case outstanding on the date hereof and described in the General Disclosure Package or (c) grants of employee stock options pursuant to the terms of a plan in effect on the date hereof and described in the General Disclosure Package or issuances of Lock-Up Securities pursuant to the exercise of such options. The Lock-Up Period will commence on the date hereof and continue for 90 75 days after the date hereof or such earlier date that the Representatives Representative consent to in writing.. (k)

Restriction on Sale of Securities by Company. For the period specified below (the “Lock-Up Period”), the Company will not, directly or indirectly, take any of the following actions with respect to its Securities or any securities convertible into or exchangeable or exercisable for any of its Securities (“Lock-Up Securities”): (i) offer, sell, issue, contract to sell, pledge or otherwise dispose of Lock-Up Securities, (ii) offer, sell, issue, contract to sell, contract to purchase purchase, or grant any option, right or warrant to purchase Lock-Up Securities, (iii) enter into any swap, hedge or any other agreement that transfers, in whole or in part, the economic consequences of ownership of Lock-Up Securities, (iv) establish or increase a put equivalent position or liquidate or decrease a call equivalent position in Lock-Up Securities within the meaning of Section 16 of the Exchange Act or Act, (v) file with the Commission a registration statement under the Act relating to Lock-Up Securities, or (vi) publicly disclose the intention to take any such action, without the prior written consent of the Representatives; except that Representative on behalf of the Underwriters. These restrictions of in this Section 5(j5(l) shall not apply to (aA) grants of restricted shares, restricted stock units, share options or other equity grants in accordance with the Offered Securities sold hereunder, (b) issuances terms of Lock-Up Securities pursuant to the conversion or exchange of convertible or exchangeable securities or the exercise of warrants or options, in each case outstanding an incentive plan existing on the date hereof Closing Date and described in the General Disclosure Package and the Final Prospectus, (B) the issuance of Securities upon the exercise of an option or (c) grants of employee stock options pursuant to warrant or the terms conversion of a security granted under an incentive plan in effect existing on the date hereof Closing Date and described in the General Disclosure Package or issuances of Lock-Up Securities pursuant to and the Final Prospectus and the exercise of such optionsgrants thereof, (C) the filing of a registration statement on Form S-8 relating to the offering of Securities in accordance with the terms of an incentive plan existing on the Closing Date and described in the General Disclosure Package and the Final Prospectus and (D) the issuance and sale of the Offered Securities. The Lock-Up Period will commence on the date hereof and continue for 90 until and include the date 60 days after the date hereof hereof. The Company will further cause each officer and director of the Company set forth on Schedule C hereto to furnish to the Representative, prior to the date hereof, a letter or such earlier date that letters, substantially in the Representatives consent to in writingform of Exhibit A hereto.

Restriction on Sale of Securities by Company. For the period specified below (the “Lock-Up Period”), the Company will not, directly or indirectly, take any of the following actions with respect to its Securities Stock, its Class B Common Stock or any securities convertible into or exchangeable or exercisable for any of its Securities or Class B Common Stock (collectively, the “Lock-Up Securities”): (i) offer, sell, issue, contract to sell, pledge pledge, lend or otherwise dispose of Lock-Up Securities, (ii) offer, sell, issue, contract to sell, contract to purchase or grant any option, right or warrant to purchase Lock-Up Securities, (iii) enter into any swap, hedge or any other agreement that transfers, in whole or in part, the economic consequences of ownership of Lock-Up Securities, (iv) establish or increase a put equivalent position or liquidate or decrease a call equivalent position in Lock-Up Securities within the meaning of Section 16 of the Exchange Act or (v) file with the Commission a registration statement under the Act relating to Lock-Up Securities, or publicly disclose the intention to take any such action, without the prior written consent of Credit Suisse. Notwithstanding the Representativesforegoing, nothing shall prohibit the filing of a registration statement by the Company, pursuant to the demand rights under the Registration Rights Agreement, dated December 7, 2021, by and between the Company and the signatories thereto; provided that no Lock-Up Securities shall be sold or transferred during the Lock-Up Period. The initial Lock-Up Period will commence on the date hereof and continue for 60 days after the date hereof or such earlier date that Credit Suisse consents to in writing, except that the restrictions (i) issuances of Lock-Up Securities pursuant to this Section 5(j) shall not apply to (a) the Offered Securities sold hereunderAgreement, (bii) issuances of Lock-Up Securities pursuant to the conversion or exchange of convertible or exchangeable securities or the exercise of warrants or options, in each case outstanding on the date hereof and described in the Registration Statement, the General Disclosure Package and the Final Prospectus, (iii) the units representing economic limited liability company interests in OpCo and shares of Class B Common Stock expected to be purchased by the Company substantially concurrently with the closing of the offering of the Offered Securities, in such number and as described in the Registration Statement, Disclosure Package and the Final Prospectus, (iv) the filing of a registration statement on Form S-8 relating to securities granted or (c) grants of employee stock options to be granted pursuant to the terms of a plan in effect on the date hereof as of and described in the General Disclosure Package or and the Final Prospectus and (v) issuances of Lock-Up Securities pursuant issued as consideration for the acquisition of equity interests or assets of any person, or the acquiring by the Company by any other manner of any business, properties, assets, or persons, in one transaction or a series of related transactions or the filing of a registration statement related to the exercise of such options. The Lock-Up Period will commence on Securities; provided that (x) no more than an aggregate of 10% of the date hereof number of shares of the Company’s capital stock outstanding as of the First Closing Date are issued as consideration in connection with all such acquisitions and continue (y) prior to the issuance of such shares of the Company’s capital stock each recipient of such shares agrees in writing to be subject to the “lock-up” described in this Section 5(k) for 90 days after the date hereof or such earlier date that remaining term of the Representatives consent to in writingLock-Up Period.

Restriction on Sale of Securities by Company. For the period specified below (the “Lock-Up Period”), the Company will not, directly or indirectly, take any of the following actions with respect to its Securities Stock, its Class B Common Stock or any securities convertible into or exchangeable or exercisable for any of its Securities or Class B Common Stock (collectively, the “Lock-Up Securities”): (i) offer, sell, issue, contract to sell, pledge pledge, lend or otherwise dispose of Lock-Up Securities, (ii) offer, sell, issue, contract to sell, contract to purchase or grant any option, right or warrant to purchase Lock-Up Securities, (iii) enter into any swap, hedge or any other agreement that transfers, in whole or in part, the economic consequences of ownership of Lock-Up Securities, (iv) establish or increase a put equivalent position or liquidate or decrease a call equivalent position in Lock-Up Securities within the meaning of Section 16 of the Exchange Act or (v) file with the Commission a registration statement under the Act relating to Lock-Up Securities, or publicly disclose the intention to take any such action, without the prior written consent of Credit Suisse. Notwithstanding the Representativesforegoing, nothing shall prohibit the filing of a registration statement by the Company, pursuant to the demand rights under the Registration Rights Agreement, dated December 7, 2021, by and between the Company and the signatories thereto; provided that no Lock-Up Securities shall be sold or transferred during the Lock-Up Period. The initial Lock-Up Period will commence on the date hereof and continue for 60 days after the date hereof or such earlier date that Credit Suisse consents to in writing, except that the restrictions (i) issuances of Lock-Up Securities pursuant to this Section 5(j) shall not apply to (a) the Offered Securities sold hereunderAgreement, (bii) issuances of Lock-Up Securities pursuant to the conversion or exchange of convertible or exchangeable securities or the exercise of warrants or options, in each case outstanding on the date hereof and described in the Registration Statement, the General Disclosure Package and the Final Prospectus, (iii) the filing of a registration statement on Form S-8 relating to securities granted or (c) grants of employee stock options to be granted pursuant to the terms of a plan in effect on the date hereof as of and described in the General Disclosure Package or and the Final Prospectus and (iv) issuances of Lock-Up Securities pursuant issued as consideration for the acquisition of equity interests or assets of any person, or the acquiring by the Company by any other manner of any business, properties, assets, or persons, in one transaction or a series of related transactions or the filing of a registration statement related to the exercise of such options. The Lock-Up Period will commence on Securities; provided that (x) no more than an aggregate of 10% of the date hereof number of shares of the Company’s capital stock outstanding as of the First Closing Date are issued as consideration in connection with all such acquisitions and continue (y) prior to the issuance of such shares of the Company’s capital stock each recipient of such shares agrees in writing to be subject to the “lock-up” described in this Section 5(k) for 90 days after the date hereof or such earlier date that remaining term of the Representatives consent to in writingLock-Up Period.