Lock-Up Letter Agreement Sample Contracts

ActiveCare – Lock-Up Letter Agreement (January 13th, 2017)
Lock-Up Letter Agreement (October 5th, 2016)
Galectin Therapeutics Inc. – LOCK-UP LETTER AGREEMENT September 22, 2016 (September 27th, 2016)

This Agreement contains restrictions related to the common stock (Common Stock) and preferred stock (Preferred Stock) of Galectin Therapeutics, Inc. (the Company). In consideration of the warrants described herein (the Lock-Up Warrants) to be issued by the Company to 10X Fund, L.P. (10X Fund) to purchase up to 1,000,000 shares of Common Stock and the Lock Up Warrant as described in the 2016 Securities Purchase Agreement (as hereinafter defined), and for other good and valuable consideration, 10X Fund hereby irrevocably agrees that, for a period commencing on the date hereof and ending on the eighteen (18) month anniversary of the date hereof (such 18 month period, the Lock-Up Period), without the prior written consent of the Company, 10X Fund will not, directly or indirectly, except as otherwise specified herein, (1) offer for sale, sell, contract to sell, pledge, or otherwise dispose of (or enter into any transaction or device that is designed to, or could be expected to, result in th

PetroShare Corp. – Lock-Up Letter Agreement (September 4th, 2015)
NEP Group, Inc. – Lock-Up Letter Agreement (July 10th, 2015)
[Form Of] Lock-Up Letter Agreement (August 25th, 2014)

The undersigned has entered into that certain Subscription Agreement with Ironclad Performance Wear Corporation (the "Company"), dated as of the date hereof (the "Subscription Agreement"), pursuant to which it has agreed to purchase shares of common stock of the Company, par value $0.001 per share (the "Lock-Up Shares"). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Subscription Agreement.

Relmada Therapeutics, Inc. – Lock-Up Letter Agreement (May 27th, 2014)

The undersigned understands that Relmada Therapeutics, Inc. ("RTI") intends to enter into a Unit Purchase Agreement, by and among RTI and each of the purchasers identified on Exhibit A attached thereto (the "Agreement") pursuant to which RTI intends to issue in units of RTI's securities (the "Units"), with each Unit having a purchase price of $100,000 and consisting of six hundred sixty six thousand six hundred sixty six (666,666) shares of common stock of RTI ("RTI Common Stock") and two Investor Warrants as follows: (i) an "A" Warrant to purchase six hundred sixty six thousand six hundred sixty six (666,666) shares of RTI Common Stock, exercisable at a price of $0.15 per share for a period of one hundred and twenty (120) days from the date of the final closing of the offering, and (ii) a "B" Warrant to purchase three hundred thirty three thousand three hundred thirty three (333,333) shares of RTI Common Stock, exercisable at a price of $0.225 per share for a period of five (5) years

Relmada Therapeutics, Inc. – Lock-Up Letter Agreement (May 27th, 2014)

The undersigned understands that Relmada Therapeutics, Inc. ("RTI") intends to enter into a Unit Purchase Agreement, by and among RTI and each of the purchasers identified on Exhibit A attached thereto (the "Agreement") pursuant to which RTI intends to issue in units of RTI's securities (the "Units"), with each Unit having a purchase price of $100,000 and consisting of six hundred sixty six thousand six hundred sixty six (666,666) shares of common stock of RTI ("RTI Common Stock") and two Investor Warrants as follows: (i) an "A" Warrant to purchase six hundred sixty six thousand six hundred sixty six (666,666) shares of RTI Common Stock, exercisable at a price of $0.15 per share for a period of one hundred and twenty (120) days from the date of the final closing of the offering, and (ii) a "B" Warrant to purchase three hundred thirty three thousand three hundred thirty three (333,333) shares of RTI Common Stock, exercisable at a price of $0.225 per share for a period of five (5) years

Relmada Therapeutics, Inc. – Lock-Up Letter Agreement (May 27th, 2014)

The undersigned understands that Relmada Therapeutics, Inc. ("RTI") intends to enter into a Share Exchange Agreement, by and among RTI, Camp Nine, Inc. ("Camp Nine"), Camp Nine's principal shareholder and the shareholders of RTI, (the "Agreement") pursuant to which in consideration of the transfer of all of the issued and outstanding shares of RTI to Camp Nine, Camp Nine shall issue to RTI an amount of shares equal to 80% (eighty percent) of the issued and outstanding common stock of Camp Nine as of the closing of the Agreement (the "Share Exchange"). The current Camp Nine shareholders will have an amount equal to 20% (twenty percent) of the issued and outstanding common stock of Camp Nine at the closing of the Agreement. As a result of the Share Exchange, RTI will become the wholly owned subsidiary of Camp Nine and the former shareholders of RTI will became the controlling shareholders of Camp Nine.

Actinium Pharmaceuticals, Inc. – Lock-Up Letter Agreement (August 22nd, 2013)
Actinium Pharmaceuticals, Inc. – Lock-Up Letter Agreement (January 2nd, 2013)
WPT Enterprises, Inc. – Lock-Up Letter Agreement (April 30th, 2010)

Reference is made to that certain Agreement and Plan of Merger, dated as of April , 2010 (the Merger Agreement), by and among ante4, Inc., a Delaware corporation (ante4), Plains Energy Acquisition Corp., a Delaware corporation and wholly owned subsidiary of ante4 (PAC), and Plains Energy Investments, Inc., a Nevada corporation (Plains Energy), pursuant to which PAC will be merged with and into Plains Energy (the Merger), with the result that Plains Energy shall be the surviving corporation in the Merger and continue as a wholly owned subsidiary of ante4. The undersigned, a stockholder of Plains Energy, understands that, upon consummation of the Merger, he will receive shares of ante4 Common Stock as part of the Merger Consideration. Any capitalized term used herein without definition shall have the meaning ascribed to such term in the Merger Agreement.

Hk Battery Technology Inc – Lock-Up Letter Agreement (January 7th, 2009)

Reference is made to the Agreement and Plan of Merger and Reorganization (the "Merger Agreement") by and among Nevada Gold Holdings, Inc., a Delaware corporation (the "Company"), Nevada Gold Enterprises, Inc., a Nevada corporation ("Nevada Gold"), and Nevada Gold Acquisition Corp. a Nevada corporation and a wholly owned subsidiary of the Company (the "Transactions"). In connection with the Merger Agreement, Nevada Gold stockholders shall receive shares of common stock, par value $0.001 per share ("Common Stock"), of the Company in consideration for shares of Nevada Gold held by them at the effective time of the merger. In consideration of the Company and Nevada Gold entering into the Merger Agreement, the undersigned hereby agrees as follows:

WaferGen Bio-systems, Inc. – LOCK-UP LETTER AGREEMENT January 14, 2008 (January 16th, 2008)
China Clean Energy Inc – Lock-Up Letter Agreement (January 10th, 2008)
China Gateway CORP – Form of Lock-Up Letter Agreement (August 14th, 2007)

The undersigned officers and directors of G8Wave, Inc., a Delaware corporation (the "Company"), understand that you ("You") have entered into a Subscription Agreement (the "Subscription Agreement") for the purchase of shares of common stock, par value $0.001 per share ("Common Stock"), of g8wave Holdings, Inc., a Delaware corporation ("Holdings"), in a private offering of up to 200 units of Holdings, each unit consisting of 16,666 shares of Common Stock and a warrant to purchase 8,333 shares of Common Stock at $2.25 per share (the "PIPE"). It is currently anticipated that, concurrently with the closing of the PIPE, the Company will be merged with a wholly-owned subsidiary of Holdings, with the Company being the surviving entity of such merger (the "Merger," and together with the PIPE, the "Transactions"). As part of the Merger, Holdings will acquire all of

M-WAVE, Inc. – Form of Lock-Up Letter Agreement (July 24th, 2007)

The undersigned understands that SunFuels, Inc., a Colorado corporation (the Company), and Monarch Pointe Fund, Ltd. (Monarch), Mercator Momentum Fund, L.P. (MMF), Mercator Momentum Fund III, L.P. (MMF III, and together with Monarch and MMF, the MAG Funds) and certain unaffiliated accredited investors signatories hereto (the Accredited Investors, and together with the MAG Funds, the Purchasers), and M.A.G. Capital, LLC (MAG), propose to enter into a Subscription Agreement (the Subscription Agreement) providing for the purchase by the Purchasers of Series A Convertible Preferred Stock and Warrants of the Company.

Equicap – March 7, 2007 To: Equicap, Inc. RE: Lock-Up Letter Agreement Ladies and Gentlemen: (March 9th, 2007)

This Lock-Up Letter Agreement is being delivered to you in connection with the Securities Exchange Agreement (the "SEA"), dated as of March 7, 2007 by and among Equicap, Inc. (the "Company") and Usunco Automotive Limited and its stockholders (collectively, "Usunco"). Terms not defined herein have the meaning given them in the SEA. La Pergola Investments Limited, Fountainhead Investments, Inc., Gaha Ventures, LLC, G4, LLC and Fountainhead Capital Partners Limited (collectively, the "Holders" and each individually, a "Holder") are the owners of shares of the Company's Common Stock, $0.001 par value ("Common Stock"), or a Convertible Note which is convertible by its terms into shares of the Company's Common Stock, $0.001 par value (collectively, "Holder Securities")

Bio-AMD Inc. – Lock Up Letter Agreement (January 5th, 2007)
Form of Lock-Up Letter Agreement (May 10th, 2006)
Dg – Lock-Up Letter Agreement (April 28th, 2006)

THIS LOCK-UP LETTER AGREEMENT (this "Agreement") is made as of the day of May, 2006 by and among (i) Digital Generation Systems, Inc., a Delaware corporation (the "Company"), and (ii) CrossPoint Venture Partners and its affiliates who are signatories hereto (collectively, "CrossPoint").

XTL Biopharmaceuticals Ltd. – Lock-Up Letter Agreement (April 21st, 2006)
Exhibit 7.1(i) LOCK-UP LETTER AGREEMENT (April 13th, 2005)

Reference is made to that certain Purchase Agreement (the Purchase Agreement), dated March ___, 2005, among Bakers Footwear Group, Inc., a Missouri corporation (the Company), and the Investors party thereto relating to a proposed purchase by the Investors of up to 1,000,000 shares of the Companys Common Stock (the Offering). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Purchase Agreement.

Conversion and Lock-Up Letter Agreement (February 15th, 2005)

THIS CONVERSION AND LOCK-UP LETTER AGREEMENT (this Agreement) is made as of the 9th day of February, 2005 by and among (i) Cogent Communications Group, Inc., a Delaware corporation (the Company) and (ii) those stockholders of the Company whose names are set forth on Schedule I hereto (the Stockholders).

Conversion and Lock-Up Letter Agreement (February 15th, 2005)

THIS CONVERSION AND LOCK-UP LETTER AGREEMENT (this Agreement) is made as of the 9th day of February, 2005 by and among (i) Cogent Communications Group, Inc., a Delaware corporation (the Company), (ii) Dave Schaeffer, the Companys President and Chief Executive Officer (Schaeffer), and (iii) The Schaeffer Descendents Trust.

Lock-Up Letter Agreement Common Stock ($0.001 Par Value) (December 17th, 2004)

This Lock-Up Letter Agreement is being delivered in connection with the proposed Underwriting Agreement (the Underwriting Agreement) to be entered into by LECG Corporation, a Delaware corporation, (the Company), the selling stockholders named therein and UBS Securities LLC (UBS), as Representative of the several Underwriters named therein, with respect to the public offering (the Offering) of Common Stock, par value $0.001 per share (the Common Stock), of the Company.

Lock-Up Letter Agreement Common Stock ($0.001 Par Value) (December 17th, 2004)

This Lock-Up Letter Agreement is being delivered in connection with the proposed Underwriting Agreement (the Underwriting Agreement) to be entered into by LECG Corporation, a Delaware corporation, (the Company), the selling stockholders named therein and UBS Securities LLC (UBS), as Representative of the several Underwriters named therein, with respect to the public offering (the Offering) of Common Stock, par value $0.001 per share (the Common Stock), of the Company.

Lock-Up Letter Agreement Common Stock ($0.001 Par Value) (December 17th, 2004)

This Lock-Up Letter Agreement is being delivered in connection with the proposed Underwriting Agreement (the Underwriting Agreement) to be entered into by LECG Corporation, a Delaware corporation, (the Company), the selling stockholders named therein and UBS Securities LLC (UBS), as Representative of the several Underwriters named therein, with respect to the public offering (the Offering) of Common Stock, par value $0.001 per share (the Common Stock), of the Company.

Lock-Up Letter Agreement Common Stock ($0.001 Par Value) (December 17th, 2004)

This Lock-Up Letter Agreement is being delivered in connection with the proposed Underwriting Agreement (the Underwriting Agreement) to be entered into by LECG Corporation, a Delaware corporation, (the Company), the selling stockholders named therein and UBS Securities LLC (UBS), as Representative of the several Underwriters named therein, with respect to the public offering (the Offering) of Common Stock, par value $0.001 per share (the Common Stock), of the Company.

Thoma Cressey Fund Vii Lp – Lock-Up Letter Agreement Common Stock ($0.001 Par Value) (December 17th, 2004)

This Lock-Up Letter Agreement is being delivered in connection with the proposed Underwriting Agreement (the Underwriting Agreement) to be entered into by LECG Corporation, a Delaware corporation, (the Company), the selling stockholders named therein and UBS Securities LLC (UBS), as Representative of the several Underwriters named therein, with respect to the public offering (the Offering) of Common Stock, par value $0.001 per share (the Common Stock), of the Company.

Lock-Up Letter Agreement (November 1st, 2004)

Lehman Brothers Inc. As representative of the several underwriters named in Schedule 1 to the Underwriting Agreement, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019

Houston Exploration – 6,200,000 Shares the Houston Exploration Company Common Stock Underwriting Agreement (May 27th, 2004)

The Houston Exploration Company, a Delaware corporation (the Company), proposes to issue and sell 6,200,000 shares (the Firm Stock) of the Companys common stock, par value $0.01 per share (the Common Stock). In addition, the Company proposes to grant to the Underwriters named in Schedule I hereto (the Underwriters) for whom you are acting as representatives (the Representatives) an option to purchase up to an additional 930,000 shares of the Common Stock on the terms and for the purposes set forth in Section 2 (the Option Stock). The Firm Stock and the Option Stock, are hereinafter collectively called the Stock.