Lockup Agreement Sample Contracts

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Blow & Drive Interlock Corp – Lockup Agreement (March 15th, 2017)

THIS LOCKUP AGREEMENT (the "Agreement") is entered into as of this 7th day of March, 2017 by and among Laurence Wainer (the "Shareholder") and Blow & Drive Interlock Corporation, a Delaware corporation (the "Company").

Helios & Matheson North America Inc. – Voting and Lockup Agreement (February 7th, 2017)

VOTING AND LOCKUP AGREEMENT, dated as of February __, 2017 (this "Agreement"), by and between Helios and Matheson Analytics Inc., a Delaware corporation with offices located at Empire State Building, 350 5th Avenue, New York, New York 10118 (the "Company") and [_____________] (collectively, the "Stockholder").

Helios & Matheson North America Inc. – Voting and Lockup Agreement (December 2nd, 2016)

VOTING AND LOCKUP AGREEMENT, dated as of December ___, 2016 (this "Agreement"), by and between Helios and Matheson Analytics Inc., a Delaware corporation with offices located at Empire State Building, 350 5th Avenue, New York, New York 10118 (the "Company") and Theodore Farnsworth, Helios & Matheson Information Technology, Ltd, an Indian corporation, and its wholly-owned subsidiary, Helios & Matheson Inc., a Delaware corporation (collectively, the "Stockholder").

Helios & Matheson North America Inc. – Voting and Lockup Agreement (September 8th, 2016)

VOTING AND LOCKUP AGREEMENT, dated as of September 7, 2016 (this "Agreement"), by and between Helios and Matheson Analytics Inc., a Delaware corporation with offices located at Empire State Building, 350 5th Avenue, New York, New York 10118 (the "Company") and Helios & Matheson Information Technology, Ltd, an Indian corporation, and its wholly-owned subsidiary, Helios & Matheson Inc., a Delaware corporation (collectively, the "Stockholder").

1347 Capital Corp – Stockholder Lockup Agreement (July 26th, 2016)

This Lockup Agreement (this "Agreement") is made and entered into as of July 20, 2016, by and among 1347 Capital Corp., a Delaware corporation ("1347 Capital") and the person set forth on the signature pages hereto ("Stockholder"). Each capitalized term used, but not otherwise defined, herein has the respective meaning ascribed to such term in the Agreement and Plan of Merger, dated as of March 23, 2016, by and among 1347 Capital, Limbach Holdings LLC ("Limbach") and FdG HVAC LLC, as Limbach Holders' Representative (the "Merger Agreement").

1347 Capital Corp – Stockholder Lockup Agreement (July 26th, 2016)

This Lockup Agreement (this "Agreement") is made and entered into as of July 20, 2016, by and among 1347 Capital Corp., a Delaware corporation ("1347 Capital") and the person set forth on the signature pages hereto ("Stockholder"). Each capitalized term used, but not otherwise defined, herein has the respective meaning ascribed to such term in the Agreement and Plan of Merger, dated as of March 23, 2016, by and among 1347 Capital, Limbach Holdings LLC ("Limbach") and FdG HVAC LLC, as Limbach Holders' Representative (the "Merger Agreement").

1347 Capital Corp – Voting and Lockup AGREEMENT (March 29th, 2016)

This VOTING AGREEMENT (this "Agreement") is made and entered into as of March 25, 2016, by and among 1347 Capital Corp., a Delaware corporation ("1347 Capital"), and the undersigned equity owner ("Seller") of Limbach Holdings LLC (the "Company").

1347 Capital Corp – Voting and Lockup AGREEMENT (March 29th, 2016)

This VOTING AGREEMENT (this "Agreement") is made and entered into as of March 25, 2016, by and among 1347 Capital Corp., a Delaware corporation ("1347 Capital"), and the undersigned equity owner ("Seller") of Limbach Holdings LLC (the "Company").

World Energy Solutions – Lockup Agreement (December 30th, 2015)

The undersigned is the beneficial owner of certain shares of common stock of Orbital Tracking Corp. (the "Company") identified in the signature block hereto (the "Subject Shares"). The undersigned understands that the Company will proceed with certain strategic initiatives and transactions (collectively, the "Initiatives") in reliance on this Lockup Agreement.

Preferred Stock Conversion and Lockup Agreement (November 23rd, 2015)

This Preferred Stock Conversion and Lockup Agreement (this "Agreement"), dated as of this ___ day of November 2015 (the "Execution Date"), by and among Drone Aviation Holding Corp.(the "Company") and the holder of the Company's Preferred Stock (as defined below) (the "Holder").

Preferred Stock Conversion and Lockup Agreement (November 23rd, 2015)

This Preferred Stock Conversion and Lockup Agreement (this "Agreement"), dated as of this ___ day of September 2015 (the "Execution Date"), by and among Drone Aviation Holding Corp.(the "Company") and the holder of the Company's Preferred Stock (as defined below) (the "Holder").

Preferred Stock Conversion and Lockup Agreement (November 23rd, 2015)

This Preferred Stock Conversion and Lockup Agreement (this "Agreement"), dated as of this ___ day of November 2015 (the "Execution Date"), by and among Drone Aviation Holding Corp.(the "Company") and the holder of the Company's Preferred Stock (as defined below) (the "Holder").

Preferred Stock Conversion and Lockup Agreement (November 23rd, 2015)

This Preferred Stock Conversion and Lockup Agreement (this "Agreement"), dated as of this ___ day of November 2015 (the "Execution Date"), by and among Drone Aviation Holding Corp.(the "Company") and the holder of the Company's Preferred Stock (as defined below) (the "Holder").

Ironwood Gold Corp. – Lockup Agreement (July 23rd, 2015)

This AGREEMENT (the "Agreement") is made as of the 16th day of July, 2015, by Andrew McKinnon ("Holder"), maintaining an address at Box 730-411-Brink Street, Ashcroft BC, V0K 1A0, in connection with his ownership of shares of IRONWOOD GOLD CORP., a corporation amalgamated pursuant to the laws of the Province of Ontario (the "Company").

Lockup Agreement (July 21st, 2015)

Adaptive Flight, Inc., a Georgia corporation ("AFI"), and the shareholders of Adaptive Flight, Inc. identified in the Asset Purchase Agreement (collectively, the "Sellers"), have entered into an Asset Purchase Agreement (the "Asset Purchase Agreement") with Drone Aviation Holding Corp., a Nevada corporation (the "Parent") and Drone AFS Corp., a Nevada corporation (the "Buyer"), pursuant to which the Sellers have agreed to sell AFI's assets to Buyer. The Purchase Price consists of a $200,000 cash payment and shares of the Parent's common stock ("Common Stock"). The Common Stock issued as part of the purchase price are subject to this Lockup Agreement. Pursuant to its rights under the Asset Purchase Agreement, the Sellers designated the undersigned to be the beneficial owner of certain shares of the Common Stock identified in the signature block hereto (the "Subject Shares"). The undersigned understands that the Parent and the Buyer will proceed with the transactions contemplated by the

Aytu Bioscience, Inc – Lockup Agreement (April 24th, 2015)

THIS LOCKUP AGREEMENT (this Agreement) is made and entered into as of April 16, 2015, by and among Rosewind Corporation, a Colorado corporation (together with any successors and assigns thereto, Parent), and Ampio Pharmaceuticals, Inc., a Delaware corporation (together with any successors and assigns thereto, Seller). Each capitalized term used, but not otherwise defined, herein has the respective meaning ascribed to such term in the Agreement and Plan of Merger, dated as of April 16, 2015, by and among certain subsidiaries of Seller, Parent, and the other parties thereto (the Merger Agreement).

PishPosh, Inc. – Lockup Agreement (November 12th, 2014)

This AGREEMENT (the "Agreement") is made as of the _____________, 2014, by __________ ("Holder"), maintaining an address at _________________________________, in connection with his ownership of shares of PishPosh, Inc., a Nevada corporation (the "Company").

Lockup Agreement (March 31st, 2014)

This AGREEMENT (the "Agreement") is made as of the 31st day of March, 2014, by [__________________] ("Holder"), maintaining an address at c/o Arista Power, Inc., 1999 Mt. Read Boulevard, Rochester, New York 14615, facsimile: (585) 243-4142, in connection with his ownership of shares of Arista Power, Inc., a New York corporation (the "Company").

Ironwood Gold Corp. – Lockup Agreement (March 27th, 2014)

This AGREEMENT (the "Agreement") is made as of the 21 day of March, 2014, by Andrew McKinnon ("Holder"), maintaining an address at c/o Ironwood Gold Corp., Box 730-411-Brink Street, Ashcroft BC, V0K 1A0, facsimile: (250) 4530088, in connection with his ownership of shares of Ironwood Gold Corp., a Nevada corporation (the "Company").

Registration Rights and Lockup Agreement by and Among Pmc Commercial Trust and Urban Partners Ii, Llc Dated as of March 11, 2014 (March 11th, 2014)

THIS REGISTRATION RIGHTS AND LOCKUP AGREEMENT (this Agreement) is made and entered into as of March 11, 2014 by and between PMC Commercial Trust, a Texas real estate investment trust and Urban Partners II, LLC, a Delaware limited liability company (Urban II).

Waiver of Leak-Out and Lockup Agreement (January 3rd, 2014)

THIS WAIVER OF LEAK-OUT AND LOCKUP AGREEMENT (the "Waiver") is made and entered into as of December 31, 2013 (the "Effective Date"), by Adaptive Medias, Inc. (f/k/a Mimvi, Inc.), a Nevada corporation (the "Company"), in favor of Qayed Shareef (the "Shareholder") in order to waive the provisions of that certain Leak-Out and Lockup Agreement between the Company and Shareholder dated July 1, 2013 (the "Agreement"). For all purposes of this Waiver, "Shareholder" includes any affiliate, controlling person of Shareholder, agent, representative, or other person with whom Shareholder is acting in concert.

Spherix Incorporated 7927 Jones Branch Drive, Suite 3125 Tysons Corner, VA 2102 Re: Lockup Agreement Ladies and Gentlemen: (November 7th, 2013)

We have filed a registration statement on Form S-3 (the "Registration Statement") under the Securities Act of 1933, as amended (the "Act"), in order to register for resale 176,991 shares of our Common Stock, par value $0.0001 per share (the "Common Stock"), issued to RockStar Consortium US, LP ("RS"). After several rounds of comments from the Securities and Exchange Commission, we anticipate that the Registration Statement is close to being declared effective.

Spiral Energy Tech., Inc. – Lockup Agreement (August 7th, 2013)

The undersigned has entered into an Intellectual Property Purchase Agreement (the "Agreement") by and among Solid Solar Energy, Inc. (the "Company"), Carbon 612 Corporation and Ragonap, Inc., pursuant to which the undersigned shall sell certain assets to the Company for consideration consisting of the Company's common stock pursuant to the terms and subject to the conditions set forth in the Agreement (the "Transaction"). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Agreement.

Registration Rights and Lockup Agreement by and Among Pmc Commercial Trust and Cim Urban Reit, Llc Cim Urban Partners Gp, Llc Dated as of , 2013 (July 8th, 2013)

THIS REGISTRATION RIGHTS AND LOCKUP AGREEMENT (this Agreement) is made and entered into as of , 2013 by and between PMC Commercial Trust, a Texas real estate investment trust (the Company), CIM Urban REIT, LLC, a Delaware limited liability company (CIM), and CIM Urban Partners GP, LLC, a Delaware limited liability company (CIM GP).

Leak-Out and Lockup Agreement (July 2nd, 2013)

THIS LEAK-OUT AND LOCKUP AGREEMENT (the "Agreement") is made and entered into as of July 1, 2013, between Mimvi, Inc., a Nevada corporation (the "Company"), and Qayed Shareef (the "Shareholder"). For all purposes of this Agreement, "Shareholder" includes any affiliate, controlling person of Shareholder, agent, representative, or other person with whom Shareholder is acting in concert.

Everyware Global Inc – Lockup Agreement (May 28th, 2013)

THIS LOCKUP AGREEMENT (this Agreement) is made and entered into as of May 21, 2013, by and among EveryWare Global, Inc. f/k/a ROI Acquisition Corp., a Delaware corporation (Parent), Monomoy Capital Partners, L.P., a Delaware limited partnership (Fund I), MCP Supplemental Fund, L.P., a Delaware limited partnership, Monomoy Executive Co-Investment Fund, L.P., a Delaware limited partnership, Monomoy Capital Partners II, L.P., a Delaware limited partnership (Fund II), MCP Supplemental Fund II, L.P., a Delaware limited partnership (collectively, the MCP Funds), and Fund I and Fund II, together as the Stockholders Representative (together the Stockholders Representative), on behalf of certain other holders of Company Common Stock named on the Schedule of Sellers attached hereto (together with the MCP Funds, collectively referred to hereinafter as the Sellers). Each capitalized term used, but not otherwise defined, herein has the respective meaning ascribed to such term in the Business Combin

Everyware Global Inc – Lockup Agreement (May 21st, 2013)

THIS LOCKUP AGREEMENT (this "Agreement") is made and entered into as of May 20, 2013 but effective as of the Merger Effective Time (as defined in the Business Combination Agreement and Plan of Merger, dated as of January 31, 2013, by and among Parent (as defined below) and the other parties thereto (as amended from time to time, the "Merger Agreement")), by and among ROI Acquisition Corp., a Delaware corporation ("Parent"), Clinton Magnolia Master Fund, Ltd., a Cayman Islands exempted company ("CMAG"), and Clinton Spotlight Master Fund, L.P., a Cayman Islands exempted limited partnership ("SPOT", and together with CMAG, the "Funds"). Each capitalized term used, but not otherwise defined, herein has the respective meaning ascribed to such term in the Merger Agreement.

Lodgenet – Amendment No. 1 to Plan Support and Lockup Agreement (March 22nd, 2013)

This AMENDMENT NO. 1 TO PLAN SUPPORT AND LOCKUP AGREEMENT (this Amendment), dated as of March 20, 2013, is entered into by and among (i) the Consenting Lenders party hereto and (ii) LodgeNet Interactive Corporation, LodgeNet StayOnline, Inc., LodgeNet International, Inc., LodgeNet Healthcare, Inc., On Command Corporation, On Command Video Corporation, Puerto Rico Video Entertainment Corporation, Virgin Island Video Entertainment Corporation, Spectradyne International, Inc., The Hotel Networks, Inc. and Hotel Digital Network, Inc (collectively the LodgeNet Parties and together with the Consenting Lenders parties hereto, the Parties). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the PSA (defined below).

Aeolus Pharmaceuticals – Warrant Repricing, Exercise and Lockup Agreement (March 13th, 2013)

This Warrant Repricing, Exercise and Lockup Agreement (this "Agreement") is made as of February 19, 2013, by and among Aeolus Pharmaceuticals, Inc., a Delaware corporation (the "Company") and each of the persons listed on the Schedule of Warrant Holders attached hereto as Exhibit A (the "Holders").

Aeolus Pharmaceuticals – Warrant Repricing, Exercise and Lockup Agreement (February 19th, 2013)

This Warrant Repricing, Exercise and Lockup Agreement (this "Agreement") is made as of February 19, 2013, by and among Aeolus Pharmaceuticals, Inc., a Delaware corporation (the "Company") and each of the persons listed on the Schedule of Warrant Holders attached hereto as Exhibit A (the "Holders").

Medical Hospitality Group, Inc. – First Amended Lockup Agreement (December 26th, 2012)

THIS FIRST AMENDED LOCKUP AGREEMENT (the "Amended Lockup Agreement") is entered into as December 19, 2012 (the Effective Date) by and between James D. Boston (the "Shareholder") and Medical Hospitality Group, Inc., a Maryland corporation (the "Company").

Nuvel Holdings, Inc. – Lockup Agreement (November 28th, 2012)

This AGREEMENT (the "Agreement") is made as of the ____ day of November, 2012, by ________________________________ ("Holder"), maintaining an address at c/o Nuvel Holdings, Inc., 315 University Avenue, Los Gatos, CA 95030, facsimile: ______________________, in connection with his ownership of shares of Nuvel Holdings, Inc., a Florida corporation (the "Company").

Hanover Capital Mortgage Holdings, Inc. – Lockup Agreement (September 6th, 2012)

THIS LOCKUP AGREEMENT, dated as of [ ], 2012 (the Agreement), is made by and among Walter Investment Management Corp., a Maryland corporation (WIMC), JAM Special Opportunities Fund, L.P. (JAM), RM Servicing Holdings, LLC (Holdings), Seymour Jacobs and Tommy Moore, Jr. (together with JAM, Holdings and Seymour Jacobs, the JAM Sellers), and Robert D. Yeary, H. Marc Helm and Kevin J. Gherardi (together with Robert D. Yeary and H. Marc Helm, the Founder Stockholders). The JAM Sellers and the Founder Stockholders, collectively, are referred to herein as the Stockholders. Capitalized terms not otherwise defined herein shall have the respective meanings set forth in the Stock Purchase Agreement (as defined below).

Medical Hospitality Group, Inc. – Lockup Agreement (July 30th, 2012)

THIS LOCKUP AGREEMENT (the "Agreement") is entered into as March 15, 2011 (the Effective Date) by and between James D. Boston (the "Shareholder") and Medical Hospitality Group, Inc., a Maryland corporation (the "Company").

EcoReady Corp – Lockup Agreement (July 13th, 2012)

This LOCK-UP AGREEMENT (the "Agreement") is made as of this 29th day of April, 2011, by and among Perf Go-Green Holdings Inc. (the "Holder"), EcoReady Corporation, a Florida corporation (the "Company"), Whalehaven Capital Fund Limited ("Whalehaven"), Alpha Capital Anstalt ("Alpha Capital"), and Chestnut Ridge Capital LLC, a ("Chestnut Ridge," and together with Whalehaven and Alpha Capital, the "Investor Group"), in connection with the Holder's ownership of shares of the Company's common stock.