STARSYS RESEARCH CORPORATIONRECEIVING MORE THAN AN AGGREGATE OF 50,000 SHARES OF PARENT COMMON STOCK IN CONNECTION WITH THE CLOSING AND THE FIRST PERFORMANCE PERIOD. PAGEUp Agreement • February 6th, 2006 • Spacedev Inc • Guided missiles & space vehicles & parts • Colorado
Blackstone Lock-Up AgreementUp Agreement • November 18th, 2010 • Blackstone Holdings III L.P. • Real estate investment trusts • New York
FORM OF LOCK-UP AGREEMENTUp Agreement • December 10th, 2010 • Rho Capital Partners Inc • Pharmaceutical preparations • New York
The undersigned understands that you, as Representatives of the several Underwriters, propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Anacor Pharmaceuticals, Inc., a Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters named in Schedule 1 to the Underwriting Agreement (the “Underwriters”), of Common Stock of the Company (the “Securities”) pursuant to a Registration Statement on Form S-1 to be filed with the Securities and Exchange Commission (the “Registration Statement”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement.
July 15, 2005 Tasker Capital Corp. 39 Old Ridgebury Road Suite 14 Danbury, Connecticut 06810-5116 Ladies and Gentlemen: Reference is made to the Asset Purchase Agreement (the "Purchase Agreement") dated as of July 15, 2005 by and among Tasker Capital...Up Agreement • July 21st, 2005 • Tasker Capital Corp • Perfumes, cosmetics & other toilet preparations
DYNCORP INTERNATIONAL INC. LOCK-UP AGREEMENT August 4, 2009 GOLDMAN, SACHS & CO. CREDIT SUISSE SECURITIES (USA) LLC As representatives of the Several Underwriters named in Schedule A hereto, c/o Goldman, Sachs & Co. 85 Broad Street, New York, New York...Up Agreement • August 11th, 2009 • Dyncorp International Inc. • Services-business services, nec
EXHIBIT B Lock-Up AgreementUp Agreement • May 12th, 2022 • Mobilicom LTD • Aircraft
FORM OF STOCKHOLDER LOCK-UP AGREEMENT] AGREEMENT, dated March , 1997, between Natural Wonders, Inc., a Delaware corporation (the "Buyer") and , a stockholder (the "Holder") of What A World!, Inc. (the "Corporation"). In order to induce the Buyer to...Up Agreement • May 16th, 1997 • What a World Inc/De/ • Retail-retail stores, nec
Dole Food Company, Inc. Lock-Up Agreement October 22, 2009Up Agreement • November 10th, 2009 • Murdock David H
Goldman, Sachs & Co. Deutsche Bank Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wells Fargo Securities, LLC, c/o Goldman, Sachs & Co. 85 Broad Street New York, NY 10004
OFFICER, DIRECTOR AND SECURITYHOLDER LOCK-UP AGREEMENTUp Agreement • August 9th, 2006 • Lavin Philip T • Services-commercial physical & biological research • Delaware
The undersigned (the “Securityholder”) understands that IT&E International Group, Inc. (the “Company”) has entered into that certain Agreement and Plan of Merger of even date hereof (the “Merger Agreement”) by and among the Company IT&E Merger Sub, Inc., IT&E Acquisition Co., Inc., Averion Inc. (“Averion”), Securityholder and the other signatories thereto in part based on the undersigned’s entry into this Letter Agreement (the “Letter Agreement”). Pursuant to the Merger Agreement, the Company paid the undersigned certain consideration, including shares of Series E Convertible Preferred Stock, Subordinated Promissory Notes and shares of the Company’s common stock, par value $0.001 per share (“Common Stock”).
LOCK-UP AGREEMENTUp Agreement • October 5th, 2023 • Lithium Americas Corp. • Metal mining • British Columbia
LITHIUM AMERICAS CORP., a corporation existing under the laws of the Province of British Columbia, and to be named Lithium Americas (Argentina) Corp. as at the Effective Time (“LAC”)
FORM OF VOTING SUPPORT AND LOCK-UP AGREEMENTUp Agreement • January 12th, 2024 • Electrameccanica Vehicles Corp. • Motor vehicles & passenger car bodies • British Columbia
December 30, 2011Up Agreement • March 19th, 2012 • Harmony Metals, Inc. • Jewelry, precious metal
Reference is made to the proposed share exchange (the “Exchange”) between the holders of the common stock of Nuvel, Inc., a Delaware corporation (the “Company”) and Harmony Metals, Inc. (“Harmony”), a Florida corporation, by which the common stock of Harmony, par value $.001 per share (the “Common Stock”) will be issued to such holders in exchange for shares of the Company pursuant to the Share Exchange Agreement dated as of December 30, 2011 (the “Exchange Agreement”).
FORM OF TWO-YEAR SUBSCRIPTION AND LOCK-UP AGREEMENTUp Agreement • June 29th, 2009 • Omni Bio Pharmaceutical, Inc. • Loan brokers
This agreement is made in connection with the proposed merger of Apro Bio Pharmaceutical Corporation (“Apro”) with and into Across America Financial Services, Inc. (“Across America”) pursuant to a Agreement of Merger and Plan of Reorganization dated November 17, 2008 between Apro and Across America, whereby Across America will issue to Apro 18,189,462 shares of its common stock in exchange for all of the outstanding common stock of Apro. Apro will distribute the shares of Across America issued to it to its shareholders in exchange for their shares of common stock in Apro. The Agreement of Merger and Plan of Reorganization has been approved by the shareholders of Apro. Apro and Across America shall be referred to herein as the “Company”).
2005 -------------- Goldman, Sachs & Co., Citigroup Global Markets Inc., UBS Securities LLC, c/o Goldman, Sachs & Co. 85 Broad Street New York, New York 10004 Re: Nalco Holding Company - Lock-Up Agreement Ladies and Gentlemen: The undersigned...Up Agreement • August 19th, 2005 • Nalco Holding CO • Miscellaneous chemical products
The undersigned understands that Goldman, Sachs & Co., Citigroup Global Markets Inc. and UBS Securities LLC, as representatives (the "Representatives"), propose to enter into an Underwriting Agreement (the "Underwriting Agreement") on behalf of the several Underwriters named in Schedule I to such agreement (collectively, the "Underwriters"), with Nalco LLC, a Delaware limited liability company (the "Selling Stockholder"), and Nalco Holding Company, a Delaware corporation (the "Company"), providing for a public offering of Common Stock, par value $0.01 per share, of the Company (the "Shares") pursuant to the Company's Registration Statement on Form S-1 (Reg. No. 333-126642) (the "Registration Statement") filed with the Securities and Exchange Commission (the "SEC").
Form of Lock-up AgreementUp Agreement • December 31st, 2009 • Hoku Scientific Inc • Miscellaneous electrical machinery, equipment & supplies
The undersigned understands that Tianwei New Energy Holdings Co., Ltd. (“Buyer”) has entered into a Securities Purchase Agreement (the “SPA”) with Hoku Scientific, Inc., a Delaware corporation (the “Company”), pursuant to which the Company will issue and sell to Buyer (i) 33,379,287 newly-issued shares of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”) and (ii) warrants for the purchase of 10,000,000 shares of Common Stock.
Single Site Set-Up Agreement-Up Agreement • June 3rd, 2015 • California
This Corwin PD Resource Center Set-Up Form and Access Agreement (“Agreement”) is entered into by and between the Customer identified below and Corwin Press, Inc., with offices at 2455 Teller Road, Thousand Oaks, CA 91320. This Agreement includes the Terms and Conditions listed below and the Terms of Use on the PD Resource Center web site at http://literacypdrc.corwin.com/pages/view/terms-of-use.
PARAMOUNT RESOURCES LTD. (Vendor) - and - PARAMOUNT ENERGY OPERATING CORP., as trustee of PARAMOUNT OPERATING TRUST (Purchaser) TAKE-UP AGREEMENT-Up Agreement • November 7th, 2002 • Paramount Energy Trust • Crude petroleum & natural gas
PARAMOUNT RESOURCES LTD., a body corporate registered to carry on business in the Province of Alberta and having an office in the City of Calgary, in the Province of Alberta (hereinafter called the “Vendor”)
IMMTECH INTERNATIONAL, INC. LOCK-UP AGREEMENT January 28, 1999 Westport Resources Investment Services, Inc. The New China Hong Kong Securities Ltd. As Representatives of the Several Underwriters c/o Westport Resources Investment Services, Inc. 315...Up Agreement • March 30th, 1999 • Immtech International Inc • Services-testing laboratories
Westport Resources Investment Services, Inc. The New China Hong Kong Securities Ltd. As Representatives of the Several Underwriters c/o Westport Resources Investment Services, Inc. 315 Post Road West P.O. Box 3039 Westport, Connecticut 06380
DATREK ACQUISITION, INC. A Florida Corporation LOCK-UP AGREEMENTUp Agreement • October 21st, 2004 • Greenhold Group Inc • Services-business services, nec • Florida
THIS LOCK-UP AGREEMENT dated as of October 15, 2004 (the “Agreement”), is entered into by and among Datrek Acquisition, Inc., a Florida corporation (the “Company”), Stanford Venture Capital Holdings, Inc., a Delaware corporation (“Stanford”), and Datrek Professional Bags, Inc., a Tennessee corporation (“Datrek”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Securities Purchase Agreement (as defined below).
THE GREENVIEW REGIONAL WASTE MANAGEMENT COMMISSIONUp Agreement • July 20th, 2022
ContractUp Agreement • July 31st, 2009
This agreement ("True-Up Agreement") between Delphi Corporation (“Delphi”) and General Motors Company (“New GM”), in their capacity as plan sponsors of the Delphi Retirement Program for Salaried Employees (the “Delphi SRP”) and the Delphi Hourly- Rate Employees Pension Plan (the “Delphi HRP”) and the General Motors Retirement Program for Salaried Employees (the “GM SRP”) and the GM Hourly-Rate Employees Pension Plan (the GM HRP”), respectively, describes certain pension asset transfers to be completed on the effective date of Delphi’s emergence from bankruptcy. In furtherance of Delphi's efforts to emerge from chapter 11 pursuant to Delphi's First Amended Joint Plan of Reorganization of Delphi Corporation and Certain Affiliates, Debtors and Debtors-In-Possession (As Modified) (the "Modified Plan") and at the request of the Pension Benefit Guaranty Corporation in connection with that certain settlement agreement entered into between Delphi and the Pension Benefit Guaranty Corporation, d
FORM OF LOCK-UP AGREEMENTUp Agreement • July 26th, 2019 • KBL Merger Corp. Iv • Blank checks • Delaware
The undersigned signatory of this lock-up agreement (this “Lock-Up Agreement”) understands that KBL Merger Corp. IV, a Delaware corporation (“KBL”) proposes to enter into a Business Combination Agreement (as the same may be amended from time to time, the “Business Combination Agreement”) with KBL Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of KBL (“Merger Sub”), CannBioRx Life Sciences Corp., a Delaware corporation (the “Company”), Katexco Pharmaceuticals Corp., a British Columbia corporation (“Katexco”), CannBioRex Pharmaceuticals Corp., a British Columbia corporation (“CBR Pharma”), 180 Therapeutics LP, a Delaware limited partnership (“180” and together with Katexco and CBR Pharma, the “Company Subsidiaries”), and Lawrence Pemble, in his capacity as representative of the stockholders of the Company and the Company Subsidiaries which provides, among other things, for the merger of Merger Sub with and into the Company, with the Company continuing as the survi
6,000,000 Shares Dynex Capital, Inc. Common Stock Underwriting Agreement dated December 14, 2010 JMP SECURITIES LLCUp Agreement • December 17th, 2010 • Dynex Capital Inc • Real estate investment trusts • New York
Lock-up AgreementUp Agreement • July 1st, 2021 • Northpond Ventures, LP • Laboratory analytical instruments • New York
The undersigned is an officer or director of the Company and/or an owner of shares of common stock, par value $0.0001 per share, of the Company (“Shares”) or of securities convertible into or exchangeable or exercisable for Shares. The Company proposes to conduct a public offering of Shares (the “Offering”) for which Jefferies LLC (“Jefferies”) and Cowen and Company, LLC (“Cowen”) will act as the representatives of the underwriters. The undersigned recognizes that the Offering will benefit each of the Company and the undersigned. The undersigned acknowledges that the underwriters are relying on the representations and agreements of the undersigned contained in this letter agreement in conducting the Offering and, at a subsequent date, in entering into an underwriting agreement (the “Underwriting Agreement”) and other underwriting arrangements with the Company with respect to the Offering.
New Account Set up & AgreementUp & Agreement • January 12th, 2023
(Name) (Title) (Email Address/Phone Number) (Name)Accounting contacts: (Title) (Email Address/Phone Number) (Name) (Email address/Phone Number)
FORM OF LOCK-UP AGREEMENT February , 2006Up Agreement • February 17th, 2006 • GTCR Capital Partners L P • Services-personal services • New York
The undersigned, a securityholder of Coinmach Service Corp., a Delaware corporation (the “Company”), understands that Merrill Lynch & Co. and Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) propose to enter into a Purchase Agreement (the “Purchase Agreement”) with the Company providing for the public offering of the Company’s Class A common stock, par value $0.01 per share. In recognition of the benefit that such an offering will confer upon the undersigned as a securityholder the Company, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned agrees with each underwriter to be named in the Purchase Agreement that, during a period of 90 days from the date of the Purchase Agreement (the “Lock-Up Period”), the undersigned will not, without the prior written consent of Merrill Lynch, directly or indirectly, (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase
Dear Sir: Reference is hereby made to the merger (the "Merger") of Embassy Acquisition Corp. ("Embassy") with Orthodontix, Inc. ("Orthodontix") and the exchange of shares of the Common Stock, par value $.0001 per share, of Orthodontix (the...Up Agreement • March 26th, 1998 • Embassy Acquisition Corp • Blank checks
VOTING SUPPORT AND LOCK-UP AGREEMENT-Up Agreement • May 13th, 2021 • Trulieve Cannabis Corp. • Medicinal chemicals & botanical products • British Columbia
THIS VOTING SUPPORT AND LOCK-UP AGREEMENT (“Agreement”) is dated as of _____, 2021, by and between Trulieve Cannabis Corp., a corporation existing under the laws of the Province of British Columbia, (“Trulieve”) and each of the shareholders listed on Exhibit A attached hereto (individually, a “Shareholder” and collectively, the “Shareholders”).
FORM OF LOCK-UP AGREEMENTUp Agreement • July 18th, 2023 • Neoleukin Therapeutics, Inc. • Pharmaceutical preparations
The undersigned signatory of this lock-up agreement (this “Lock-Up Agreement”) understands that Neoleukin Therapeutics, Inc., a Delaware corporation (“Parent”), has entered into an Agreement and Plan of Merger, dated as of July 17, 2023 (as the same may be amended from time to time, the “Merger Agreement”) with Project North Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent, and Neurogene Inc., a Delaware corporation (the “Company”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.
FORM OF LOCK-UP AGREEMENT ENER-CORE, INC. April __, 2015Up Agreement • April 7th, 2015 • Ener-Core Inc. • Miscellaneous chemical products • New York
EXPLANATORY NOTE: [***] INDICATES THE PORTION OF THIS EXHIBIT THAT HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.-Up Agreement • August 16th, 2021 • AIM ImmunoTech Inc. • Biological products, (no disgnostic substances) • England and Wales
THIS RESERVATION AND START-UP AGREEMENT (“Agreement”), effective as of the date of execution by the last party to sign below (the “Effective Date”) is by and between hVIVO Services Limited, a company registered in England (company registration number 02326557) whose registered office is at QMB Innovation Centre, 42 New Road, London E1 2AX, UK (“hVIVO”) and AIM ImmunoTech Inc., a company incorporated in Delaware, USA, whose registered office or principle place of business is at 2117 SW Highway 484 Ocala, FL 34473, USA (“Sponsor”).
PRE-TENDER TIE-UP AGREEMENTUp Agreement • June 25th, 2012
WHEREAS Engineering Projects (India) Ltd. (EPI) is a premier construction company of Govt. of India, having its regional office at 6A, 6th Floor, “Bhaktawar”, Nariman Point, Mumbai – 400021 and registered office at Core –3, Scope Complex, 7, Institutional Area, Lodhi Road, New Delhi-110 003, India (hereinafter called "EPI" which expression shall unless repugnant to the context include its successors and assigns).
BALTICCLOUD CONNECTIVITY APPLICATION / SIGN-UP AGREEMENTUp Agreement • January 16th, 2019
are herewith applying for connectivity to BalticCloud network to reach the systems of Nasdaq infrastructure used by Baltic Exchanges.
LOCK-UP AGREEMENTUp Agreement • August 10th, 2007 • Symmetry Holdings Inc • Non-operating establishments
This Agreement sets out the terms and conditions of the several agreements of each Shareholder to (i) support the Arrangement or any Alternative Transaction, (ii) vote or cause to be voted all of the Shareholder Securities (as defined below) and all Subsequently Acquired Shareholder Securities (as defined below) in favour of the Arrangement Resolution or in support of any Alternative Transaction, and (iii) comply with the restrictions, obligations and covenants of a Shareholder set forth herein. The Shareholders and the Company have also agreed to enter into certain agreements to be dated as of the Effective Time in respect of the Asset Sales and the Sale Leaseback Transaction (as such terms are defined in the Arrangement Agreement).
Lock‑Up AgreementUp Agreement • April 18th, 2023 • ThermoGenesis Holdings, Inc. • Laboratory apparatus & furniture
For good and valuable consideration, the undersigned is delivering this letter agreement (this “Agreement”) to ThemoGenesis Holdings, Inc (the “Company”), and agrees that, during the period beginning on the Effective Date (as defined below) and continuing through and including the date that is one hundred eighty (180) days after the Effective Date of the below-defined Registration Statement (the “Lock-Up Period”), the undersigned will not, and will not cause or direct any of its affiliates to, without the prior written consent of Armistice Capital Master Fund, Ltd., directly or indirectly, (i) offer, sell, assign, transfer, pledge, contract to sell, lend or otherwise dispose of, or announce the intention to otherwise dispose of, any shares of common stock, par value $0.001 per share (“Common Stock”) (including, without limitation, Common Stock which may be deemed to be beneficially owned by the undersigned in accordance with the rules and regulations promulgated under the Securities Ac
