Common use of Holdback Agreement Clause in Contracts

Holdback Agreement. If during the Effectiveness Period, the Company shall file a registration statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Common Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors that it intends to conduct such an offering utilizing an effective registration statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each Investor and each Holder the opportunity to participate in such offering in accordance with and to the extent required by Section 3.02, each Investor and each Holder shall, if requested by the managing Underwriter or Underwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter or Underwriters, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until 90 days from the date of such prospectus or such shorter period as may be agreed by the managing Underwriter or Underwriters.

Holdback Agreement. If during the Effectiveness Period, the Company shall file a registration statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Common Stock Units or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors Holders that it intends to conduct such an offering utilizing an effective registration statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each Investor and each such Holder the opportunity to participate in such offering as provided in accordance with and to Article I, the extent required by Section 3.02, each Investor and each Holder Holders shall, if requested by the managing Underwriter underwriter or Underwritersunderwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter underwriter or Underwritersunderwriters, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until up to 90 days from the date of such prospectus (or such shorter period as may be agreed by for which a lock-up shall apply to the managing Underwriter or UnderwritersCompany).

Holdback Agreement. If during the Effectiveness Period, the Company shall file a registration statement Registration Statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Common Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors Holders that it intends to conduct such an offering utilizing an effective registration statement Registration Statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each Investor and each Holder the opportunity to participate in such offering in accordance with and to the extent required by Section 3.021.8, each Investor and each Holder shall, if requested by the managing Underwriter underwriter or Underwritersunderwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter underwriter or Underwritersunderwriters, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until 90 days from the date of such prospectus (or such shorter period as may be agreed to by the managing Underwriter or Underwritersunderwriter(s) for such offering).

Holdback Agreement. If during the Effectiveness Period, the Company shall file a registration statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Common Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors Purchaser that it intends to conduct such an offering utilizing an effective registration statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each Investor the Purchaser and each Holder the opportunity to participate in such offering in accordance with and to the extent required by Section 3.021.8, each Investor the Purchaser and each Holder shall, if requested by the managing Underwriter underwriter or Underwritersunderwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter underwriter or Underwritersunderwriters, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until 90 days from the date of such prospectus or such shorter period as may be agreed upon by the such managing Underwriter underwriter or Underwritersunderwriters.

Holdback Agreement. If during the Effectiveness Period, the Company shall file a registration statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Common Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors that it intends to conduct such an offering utilizing an effective registration statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each Investor and each Holder the Investors the opportunity to participate in such offering in accordance with and to the extent required by Section 3.021.8, each Investor and each Holder the Investors shall, if requested by the managing Underwriter underwriter or Underwritersunderwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter underwriter or Underwritersunderwriters, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until 90 no more than ninety (90) days from the date of such prospectus prospectus, or such shorter period as may shall be agreed required by the managing Underwriter any director, executive officer or Underwritersother shareholder.

Holdback Agreement. If during the Effectiveness Period, the Company shall file a registration statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Common Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors Investor that it intends to conduct such an offering utilizing an effective registration statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each the Investor and each Holder the opportunity to participate in such offering in accordance with and to the extent required by Section 3.021.8, each the Investor and each Holder shall, if requested by the managing Underwriter underwriter or Underwritersunderwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter underwriter or Underwritersunderwriters, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until no more than 90 days from the date of such prospectus prospectus, or such shorter period as may shall be agreed required by the managing Underwriter any director, executive officer or Underwritersother shareholder.

Holdback Agreement. If during the Effectiveness Period, the Company shall file a registration statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Common Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors Purchasers that it intends to conduct such an offering utilizing an effective registration statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each Investor the Purchasers and each Holder the opportunity to participate in such offering in accordance with and to the extent required by Section 3.021.8, each Investor the Purchasers and each Holder shall, if requested by the managing Underwriter underwriter or Underwritersunderwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter underwriter or Underwritersunderwriters, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until 90 days from the date of such prospectus or such shorter period as may be agreed by the managing Underwriter or Underwritersprospectus.

Holdback Agreement. If during the Effectiveness Period, the Company shall file a registration statement Registration Statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Common Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors Holders that it intends to conduct such an offering utilizing an effective registration statement Registration Statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each Investor and each Holder the opportunity to participate in such offering in accordance with and to the extent required by Section 3.021.6, each Investor and each Holder shall, if requested by the managing Underwriter underwriter or Underwritersunderwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter underwriter or Underwritersunderwriters, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until 90 up to ninety (90) days from the date of such prospectus or such shorter period as may be agreed by prospectus; provided that each executive officer and director of the managing Underwriter or UnderwritersCompany also agrees to substantially similar restrictions.

Holdback Agreement. If during the Effectiveness Period, the Company shall file a registration statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Common Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors Investor that it intends to conduct such an offering utilizing an effective registration statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each the Investor and each Holder the opportunity to participate in such offering in accordance with and to the extent required by Section 3.02, each the Investor and each Holder shall, if requested by the managing Underwriter or Underwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter or Underwriters, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until 90 60 days from the date of such prospectus or such shorter period as may be agreed by the managing Underwriter or Underwriters.

Holdback Agreement. If If, during the Effectiveness Period, the Company shall file a registration statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Class A Common Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors Purchasers that it intends to conduct such an offering utilizing an effective registration statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each Investor the Purchasers and each Holder the opportunity to participate in such offering in accordance with and to the extent required by Section 3.021.8, each Investor the Purchasers and each Holder shall, if requested by the managing Underwriter underwriter or Underwritersunderwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter underwriter or Underwritersunderwriters, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until 90 ninety (90) days from the date of such prospectus or such shorter period as may be agreed by the managing Underwriter or Underwritersprospectus.

Holdback Agreement. If during the Effectiveness Period, the Company shall file a registration statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Common Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors Lenders that it intends to conduct such an offering utilizing an effective registration statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each Investor the Lenders and each Holder the opportunity to participate in such offering in accordance with and to the extent required by Section 3.021.7, each Investor and each Holder participating in such offering shall, if requested by the managing Underwriter underwriter or Underwritersunderwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter underwriter or Underwritersunderwriters, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until up to 90 days from the date of such prospectus or such shorter period as may be agreed by the managing Underwriter or Underwritersprospectus.

Holdback Agreement. If during the Effectiveness Period, the Company shall file a registration statement (other than in connection with the registration of securities issuable pursuant to an employee stock option, stock purchase or similar plan or pursuant to a merger, exchange offer or a transaction of the type specified in Rule 145(a) under the Securities Act) with respect to an underwritten public offering of Common Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Investors that it intends to conduct such an offering utilizing an effective registration statement or pursuant to an underwritten Rule 144A and/or Regulation S offering and provides each Investor and each Holder the opportunity to participate in such offering in accordance with and to the extent required by Section 3.021.7, each Investor and each Holder shall, if requested by the managing Underwriter underwriter or Underwritersunderwriters, enter into a customary “lock-up” agreement relating to the sale, offering or distribution of Registrable Securities, in the form reasonably requested by the managing Underwriter underwriter or Underwritersunderwriters and containing customary exceptions, covering the period commencing on the date of the prospectus pursuant to which such offering may be made and continuing until 90 days from the date of such prospectus (or such shorter period as may be applicable to the Company or as may be mutually agreed by the Holders and the managing Underwriter underwriter or Underwritersunderwriters) from the date of such prospectus.