Lock Up Agreement Sample Contracts

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Newater Technology, Inc. – Lock-Up Agreement (April 18th, 2017)

As an inducement to the underwriters, for which ViewTrade Securities, Inc. is acting as representative (the "Representative"), to execute an underwriting agreement (the "Underwriting Agreement") providing for a public offering (the "Offering") of common shares (the "Common Shares"), of Newater Technology, Inc. and any successor (by merger or otherwise) thereto (the "Company"), the undersigned hereby agrees that without, in each case, the prior written consent of the Representative during the period specified in the second succeeding paragraph (the "Lock-Up Period"), the undersigned will not: (1) offer, pledge, announce the intention to sell, 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, make any short sale or otherwise transfer or dispose of, directly or indirectly, any Common Shares or any securities convertible into, exercisable or exchangeable for or that represent the right t

China Internet Nationwide Financial Services, Inc. – Lock-Up Agreement (April 17th, 2017)
Pleasant Kids, Inc. – Convertible Note Redemption and Lock-Up Agreement (April 11th, 2017)

THIS CONVERTIBLE NOTE REDEMPTION AGREEMENT ("Agreement") is made as of March 23,2017, (the "Effective Date") by and between Next Group Holdings, Inc., a Florida corporation (the "Company") and LG Capital Funding LLC, a New York Limited Liability Company (''Creditor").

Threshold Pharmaceuticals – Lock-Up Agreement March 16, 2017 (March 17th, 2017)

The undersigned (the "Stockholder") understands that: (i) Threshold Pharmaceuticals, Inc., a Delaware corporation ("Threshold"), has entered into an Agreement and Plan of Merger and Reorganization, dated as of March ___, 2017 (the "Merger Agreement"), with Molecular Templates, Inc., a Delaware corporation ("Molecular") and Trojan Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Threshold ("Merger Sub"), pursuant to which Merger Sub will be merged with and into Molecular (the "Merger") and the separate corporate existence of Merger Sub will cease and Molecular will continue as the surviving corporation; (ii) in connection with the Merger, stockholders of Molecular will receive shares of Threshold Common Stock (the "Merger Shares"); and (iii) certain investors of Molecular have, pursuant to a Subscription Agreement, agreed to purchase additional shares of Threshold capital stock (the "PIPE Shares"). Capitalized terms used but not otherwise defined in this letter ag

Threshold Pharmaceuticals – Lock-Up Agreement March 16, 2017 (March 17th, 2017)

The undersigned (the "Stockholder") understands that: (i) Threshold Pharmaceuticals, Inc., a Delaware corporation ("Threshold"), has entered into an Agreement and Plan of Merger and Reorganization, dated as of March ___, 2017 (the "Merger Agreement"), with Molecular Templates, Inc., a Delaware corporation ("Molecular") and Trojan Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Threshold ("Merger Sub"), pursuant to which Merger Sub will be merged with and into Molecular (the "Merger") and the separate corporate existence of Merger Sub will cease and Molecular will continue as the surviving corporation; (ii) in connection with the Merger, stockholders of Molecular will receive shares of Threshold Common Stock (the "Merger Shares"); and (iii) certain investors of Molecular have, pursuant to a Subscription Agreement, agreed to purchase additional shares of Threshold capital stock (the "PIPE Shares"). Capitalized terms used but not otherwise defined in this letter ag

Threshold Pharmaceuticals – Lock-Up Agreement March 16, 2017 (March 17th, 2017)

The undersigned (the "Stockholder") understands that: (i) Threshold Pharmaceuticals, Inc., a Delaware corporation ("Threshold"), has entered into an Agreement and Plan of Merger and Reorganization, dated as of March ___, 2017 (the "Merger Agreement"), with Molecular Templates, Inc., a Delaware corporation ("Molecular") and Trojan Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Threshold ("Merger Sub"), pursuant to which Merger Sub will be merged with and into Molecular (the "Merger") and the separate corporate existence of Merger Sub will cease and Molecular will continue as the surviving corporation; (ii) in connection with the Merger, stockholders of Molecular will receive shares of Threshold Common Stock (the "Merger Shares"); and (iii) certain investors of Molecular have, pursuant to a Subscription Agreement, agreed to purchase additional shares of Threshold capital stock (the "PIPE Shares"). Capitalized terms used but not otherwise defined in this letter ag

Threshold Pharmaceuticals – Lock-Up Agreement March 16, 2017 (March 17th, 2017)

The undersigned (the "Stockholder") understands that: (i) Threshold Pharmaceuticals, Inc., a Delaware corporation ("Threshold"), has entered into an Agreement and Plan of Merger and Reorganization, dated as of March ___, 2017 (the "Merger Agreement"), with Molecular Templates, Inc., a Delaware corporation ("Molecular") and Trojan Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Threshold ("Merger Sub"), pursuant to which Merger Sub will be merged with and into Molecular (the "Merger") and the separate corporate existence of Merger Sub will cease and Molecular will continue as the surviving corporation; (ii) in connection with the Merger, stockholders of Molecular will receive shares of Threshold Common Stock (the "Merger Shares"); and (iii) certain investors of Molecular have, pursuant to a Subscription Agreement, agreed to purchase additional shares of Threshold capital stock (the "PIPE Shares"). Capitalized terms used but not otherwise defined in this letter ag

Lock-Up Agreement (March 15th, 2017)

This lock-up agreement (the "Agreement"), dated as of February 8, 2017, is by and between BTCS Inc., a Nevada corporation (the "Company") and those certain investors (the "Holders") who both participated in the Company's January 19, 2015 financing (the "January 2015 Financing") and are signatories to that certain exchange agreement, dated as of February 8, 2017 (the "Exchange Agreement"), pursuant to which the Holders exchanged securities owed under a favored nations provision for shares of Series B Convertible Preferred Stock (the "Preferred Stock"), convertible into shares of the Company's common stock, par value $0.001 per share (the "Common Stock").

Lock-Up Agreement (March 15th, 2017)

This lock-up agreement (the "Agreement"), dated as of February 6, 2017, is by and between BTCS Inc., a Nevada corporation (the "Company") and those certain investors (the "Holders") who both participated in the Company's April 19, 2015 financing (the "April 2015 Financing") and are signatories to that certain exchange agreement, dated as of February 6, 2017 (the "Exchange Agreement"), pursuant to which the Holders exchanged securities owed under a favored nations provision for shares of Series B Convertible Preferred Stock (the "Preferred Stock"), convertible into shares of the Company's common stock, par value $0.001 per share (the "Common Stock").

ActiveCare – Series G Lock-Up Agreement (March 2nd, 2017)

This AMENDED LOCK-UP AGREEMENT (the "Amended Series G Lock-Up Agreement") is made and entered into as of ___________, 2017, by and between ActiveCare, Inc. (the "Company") and the undersigned Series G Convertible Preferred Stock holder, (the "Holder"). For all purposes of this Amended Series G Lock-Up Agreement, "Holder" includes any affiliate or controlling person of Shareholder, and any other agent, representative or other person with whom Holder is acting in concert.

Mcig Inc – Lock-Up Agreement (February 28th, 2017)
First Fixtures, Inc. – Lock-Up Agreement (February 27th, 2017)

As a holder (a "Holder") of common stock, par value $0.001 per share (the "Common Stock") of Stony Hill Corp., a Nevada corporation (the "Company"), issued pursuant to the terms of the Asset Purchase Agreement, dated as of February 23, 2017 (the "Purchase Agreement"), for good and valuable consideration, the receipt and sufficiency of which are acknowledged, the undersigned agrees that the undersigned will not offer, sell, contract to sell, grant an option to purchase, or otherwise dispose of any shares of Common Stock until February 23, 2018. Subject to the terms and conditions hereof, the undersigned authorizes the Company to cause its transfer agent to decline to transfer and/or to note stop transfer restrictions on the transfer books and records of the Company with respect to any shares of Common Stock and any securities convertible into, exercisable, or exchangeable for Common Stock for which the undersigned is the record holder and, in the case of any such share or securities for

Bthc X Inc – Lock-Up Agreement (February 14th, 2017)

THIS LOCK-UP AGREEMENT (this "Agreement") is made as of February 13, 2017 by and among (i) BTHC X, Inc., a Delaware corporation, (including any successor entity thereto, the "Company"), (ii) George Syllantavos, an individual residing in Athens, Greece, in his capacity under the Contribution Agreement as the Pubco Representative (the "Pubco Representative"), and (iii) the undersigned ("Holder"). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Contribution Agreement.

ActiveCare – Lock-Up Agreement (February 3rd, 2017)

This LOCK-UP AGREEMENT (this "Agreement") is made and entered into as of ___________, 2017, by and between ActiveCare, Inc. (the "Company") and the undersigned Series G Convertible Preferred Stock holder, (the "Holder"). For all purposes of this Agreement, "Holder" includes any affiliate or controlling person of Shareholder, and any other agent, representative or other person with whom Holder is acting in concert.

ActiveCare – Lock-Up Agreement (February 3rd, 2017)

This LOCK-UP AGREEMENT (this "Agreement") is made and entered into as of ___________, 2017, by and between ActiveCare, Inc. (the "Company") and the undersigned Series G Convertible Preferred Stock holder, (the "Holder"). For all purposes of this Agreement, "Holder" includes any affiliate or controlling person of Shareholder, and any other agent, representative or other person with whom Holder is acting in concert.

MassRoots, Inc. – Massroots, Inc. Lock-Up Agreement (January 27th, 2017)

THIS LOCK-UP AGREEMENT (the "Agreement") is made as of [ ] by and between MassRoots Inc., a Delaware corporation, (the "Company"), and the undersigned holder of common stock (the "Shareholder") of the Company.

Mast Therapeutics, Inc. Amendment No. 1 to Lock-Up Agreement January 21, 2017 (January 23rd, 2017)

This Amendment No. 1 to Lock-Up Agreement (this "Amendment") is being entered into as of January 21, 2017 by and between the undersigned and Mast Therapeutics, Inc. (the "Parent") and shall amend the Lock-Up Agreement (the "Agreement"), dated as of January 6, 2017 executed by the undersigned in connection with the Agreement and Plan of Merger and Reorganization (the "Merger Agreement") by and among Parent, Victoria Merger Corp., ("Merger Sub"), and Savara Inc. (the "Company"), dated as of January 6, 2017. Capitalized terms used herein but not defined shall have the meanings ascribed to such terms in the Agreement or Merger Agreement.

Mast Therapeutics, Inc. Amendment No. 1 to Lock-Up Agreement January 21, 2017 (January 23rd, 2017)

This Amendment No. 1 to Lock-Up Agreement (this "Amendment") is being entered into as of January 21, 2017 by and between the undersigned and Mast Therapeutics, Inc. (the "Parent") and shall amend the Lock-Up Agreement (the "Agreement"), dated as of January 6, 2017 executed by the undersigned in connection with the Agreement and Plan of Merger and Reorganization (the "Merger Agreement") by and among Parent, Victoria Merger Corp., ("Merger Sub"), and Savara Inc. (the "Company"), dated as of January 6, 2017. Capitalized terms used herein but not defined shall have the meanings ascribed to such terms in the Agreement or Merger Agreement.

Form of Pharmathene Lock-Up Agreement (January 19th, 2017)

This LOCK-UP AGREEMENT (this "Agreement"), dated as of January 18, 2017, is being executed and delivered as of January 18, 2017, by name of stockholder ("Stockholder") in favor of and for the benefit of PharmAthene, Inc. ("Parent").

Form of Company Lock-Up Agreement (January 19th, 2017)

This LOCK-UP AGREEMENT (this "Agreement"), dated as of January 18, 2017, is being executed and delivered as of January 18, 2017, by NAME OF STOCKHOLDER ("Stockholder") in favor of and for the benefit of PharmAthene, Inc. ("Parent").

Form of Company Lock-Up Agreement (January 19th, 2017)

This LOCK-UP AGREEMENT (this "Agreement"), dated as of January 18, 2017, is being executed and delivered as of January 18, 2017, by NAME OF STOCKHOLDER ("Stockholder") in favor of and for the benefit of PharmAthene, Inc. ("Parent").

Form of Pharmathene Lock-Up Agreement (January 19th, 2017)

This LOCK-UP AGREEMENT (this "Agreement"), dated as of January 18, 2017, is being executed and delivered as of January 18, 2017, by name of stockholder ("Stockholder") in favor of and for the benefit of PharmAthene, Inc. ("Parent").

Harmony Merger Corp. – Lock-Up Agreement (January 9th, 2017)
Mast Therapeutics, Inc. Lock-Up Agreement January 6, 2017 (January 9th, 2017)

This Lock-Up Agreement (this "Agreement") is executed in connection with the Agreement and Plan of Merger and Reorganization (the "Merger Agreement") by and among Mast Therapeutics, Inc. (the "Parent"), Victoria Merger Corp., ("Merger Sub"), and Savara Inc. (the "Company"), dated as of January 6, 2017. Capitalized terms used herein but not defined shall have the meanings ascribed to such terms in the Merger Agreement.

Harmony Merger Corp. – Lock-Up Agreement (January 9th, 2017)
Harmony Merger Corp. – Lock-Up Agreement (January 9th, 2017)
Mast Therapeutics, Inc. Lock-Up Agreement January 6, 2017 (January 9th, 2017)

This Lock-Up Agreement (this "Agreement") is executed in connection with the Agreement and Plan of Merger and Reorganization (the "Merger Agreement") by and among Mast Therapeutics, Inc. (the "Parent"), Victoria Merger Corp., ("Merger Sub"), and Savara Inc. (the "Company"), dated as of January 6, 2017. Capitalized terms used herein but not defined shall have the meanings ascribed to such terms in the Merger Agreement.

Harmony Merger Corp. – Lock-Up Agreement (January 9th, 2017)
SONUS Pharmaceuticals, Inc. – Lock-Up Agreement (January 5th, 2017)

The undersigned signatory of this lock-up agreement (this Lock-Up Agreement) understands that Achieve Life Science, Inc. (the Company) proposes to enter into a Merger Agreement (the Merger Agreement) with OncoGenex Pharmaceuticals, Inc. (Arrow), Ash Acquisition Sub, Inc., and Ash Acquisition Sub 2, Inc. Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Merger Agreement.

SONUS Pharmaceuticals, Inc. – Lock-Up Agreement (January 5th, 2017)

The undersigned signatory of this lock-up agreement (this Lock-Up Agreement) understands that Achieve Life Science, Inc. (the Company) proposes to enter into a Merger Agreement (the Merger Agreement) with OncoGenex Pharmaceuticals, Inc. (Arrow), Ash Acquisition Sub, Inc., and Ash Acquisition Sub 2, Inc. Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Merger Agreement.

Hennessy Capital Acquisition Corp II – Lock-Up Agreement (December 29th, 2016)
Hennessy Capital Acquisition Corp II – Lock-Up Agreement (December 29th, 2016)
American Lorain Corp – Lock-Up Agreement (December 29th, 2016)

THIS LOCK-UP AGREEMENT (this Agreement) is made as of [ ] by and among (i) American Lorain Corporation, a Nevada corporation (including any successor entity thereto, the Purchaser), and (ii) each of the persons listed on the signature page hereto (collectively, the Restricted Holders). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Share Exchange Agreement.

American Lorain Corp – Lock-Up Agreement (December 29th, 2016)

THIS LOCK-UP AGREEMENT (this Agreement) is made as of [ ] by and among (i) American Lorain Corporation, a Nevada corporation (including any successor entity thereto, the Purchaser), and (ii) each of the persons listed on the signature page hereto (collectively, the Restricted Holders). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Share Exchange Agreement.

Dipexium Pharmaceuticals, Inc. – Lock-Up Agreement (December 22nd, 2016)