Lock-Up Period. Optionee hereby agrees that if so requested by the Company or any representative of the underwriters (the Managing Underwriter) in connection with any registration of the offering of any securities of the Company under the Securities Act, Optionee shall not sell or otherwise transfer any Shares or other securities of the Company during the 180-day period (or such longer period as may be requested in writing by the Managing Underwriter and agreed to in writing by the Company) following the effective date of a registration statement of the Company filed under the Securities Act (the Market Standoff Period); provided, however, that such restriction shall apply only to the first registration statement of the Company to become effective under the Securities Act that includes securities to be sold on behalf of the Company to the public in an underwritten public offering under the Securities Act. The Company may impose stop-transfer instructions with respect to securities subject to the foregoing restrictions until the end of such Market Standoff Period, and these restrictions shall be binding on any transferee of such Shares. Notwithstanding the foregoing, the 180-day period may be extended for up to such number of additional days as is deemed necessary by the Company or the Managing Underwriter to continue coverage by research analysts in accordance with NASD Rule 2711 or any successor rule.
Lock-Up Period. Optionee hereby agrees that Optionee shall not offer, pledge, 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, lend, or otherwise transfer or dispose of, directly or indirectly, any Common Stock (or other securities) of the Company or enter into any swap, hedging or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any Common Stock (or other securities) of the Company held by Optionee (other than those included in the registration) for a period specified by the representative of the underwriters of Common Stock (or other securities) of the Company (not to exceed one hundred eighty (180) days plus up to an additional thirty-four (34) days if so requested by the Company or any representative ofan underwriter to accommodate regulatory restrictions on # the underwriters (the Managing Underwriter) in connection with any registration of the offering of any securities of the Company under the Securities Act, Optionee shall not sell or otherwise transfer any Sharespublication or other securitiesdistribution of research reports and # analyst recommendations and opinions, including, but not limited to, the Company during the 180-day period (or such longer period as may be requestedrestrictions contained in writing by the Managing Underwriter and agreed to in writing by the Company)FINRA Rule 2711(f)(4) or NYSE Rule 472(f)(4), or any successor provisions or amendments thereto) following the effective date of aany registration statement of the Company filed under the Securities Act (the Market Standoff Period); provided, however, that such restriction shall apply only to the first registration statement of the Company to become effective under the Securities Act that includes securities to be sold on behalf of the Company to the public in an underwritten public offering under the Securities Act. The Company may impose stop-transfer instructions with respect to securities subject to the foregoing restrictions until the end of such Market Standoff Period, and these restrictions shall be binding on any transferee of such Shares. Notwithstanding the foregoing, the 180-day period may be extended for up to such number of additional days as is deemed necessary by the Company or the Managing Underwriter to continue coverage by research analysts in accordance with NASD Rule 2711 or any successor rule.
Lock-Up Period.Agreement. In connection with the initial public offering of the Companys securities and upon request of the Company or the underwriters managing any underwritten offering of the Companys securities, Optionee hereby agrees that if so requested bynot to sell, make any short sale of, loan, grant any option for the Companypurchase of, or any representative of the underwriters (the Managing Underwriter) in connection with any registration of the offeringotherwise dispose of any securities of the Company underhowever and whenever acquired (other than those included in the Securities Act, Optionee shall not sell or otherwise transfer any Shares or other securitiesregistration) without the prior written consent of the Company duringor such underwriters, as the 180-daycase may be, for such period (orof time (not to exceed 180 days but subject to such longer periodextension or extensions as may be required by the underwriters in order to publish research reports while complying with Rule 2711 of the National Association of Securities Dealers, Inc.) from the effective date of such registration as may be requested in writing by the Managing Underwriter and agreed to in writing by the Company) following the effective date of a registration statement of the Company filed under the Securities Act (the Market Standoff Period); provided, however, that such restriction shall apply only to the first registration statement of the Company to become effective under the Securities Act that includes securities to be sold on behalf of the Company to the public in an underwritten public offering under the Securities Act. The Company may impose stop-transfer instructions with respect to securities subject to the foregoing restrictions until the end of such Market Standoff Period, and these restrictions shall be binding on any transferee of such Shares. Notwithstanding the foregoing, the 180-day period may be extended for up to such number of additional days as is deemed necessary by the Company or such managing underwriters and to execute an agreement reflecting the Managing Underwriter to continue coverageforegoing as may be requested by research analysts in accordance with NASD Rule 2711 or any successor rule.the underwriters at the time of the public offering.
Lock-Up Period. OptioneeIn connection with the initial public offering of the Companys securities and upon request of the Company or the underwriters managing any underwritten offering of the Companys securities, Participant hereby agrees that if sonot to sell, make any short sale of, loan, grant any Restricted Stock Units for the purchase of, or otherwise dispose of any securities of the Company, however and whenever acquired, (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed 180 days but subject to such extension or extensions as may be required by the underwriters in order to publish research reports while complying with Rule 2711 of the National Association of Securities Dealers, Inc.) from the effective date of such registration as may be requested by the Company or any representative ofsuch managing underwriters and to execute an agreement reflecting the underwriters (the Managing Underwriter) in connection with any registration of the offering of any securities of the Company under the Securities Act, Optionee shall not sell or otherwise transfer any Shares or other securities of the Company during the 180-day period (or such longer periodforegoing as may be requested in writing by the Managing Underwriter and agreed to in writing byunderwriters at the Company) following the effective date of a registration statementtime of the Company filed under the Securities Act (the Market Standoff Period); provided, however, that such restriction shall apply only to the first registration statement of the Company to become effective under the Securities Act that includes securities to be sold on behalf of the Company to theinitial public in an underwritten public offering under the Securities Act. The Company may impose stop-transfer instructions with respect to securities subject to the foregoing restrictions until the end of such Market Standoff Period, and these restrictions shall be binding on any transferee of such Shares. Notwithstanding the foregoing, the 180-day period may be extended for up to such number of additional days as is deemed necessary by the Company or the Managing Underwriter to continue coverage by research analysts in accordance with NASD Rule 2711 or any successor rule.offering.
Lock-Up Period. OptioneeParticipant hereby agrees that if so requested byParticipant shall not offer, pledge, 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, lend, or otherwise transfer or dispose of, directly or indirectly, any Common Stock (or other securities) of the Company or enter into any swap, hedging or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any Common Stock (or other securities) of the Company held by Participant (other than those included in the registration) for a period specified by the representative of the underwriters (the Managing Underwriter) in connection with any registration of the offering of any securitiesCommon Stock (or other securities) of the Company under the Securities Act, Optionee shall not sell or otherwise transfer any Shares or other securities of the Company during theto exceed 180-day period (or such longer period as may be requested in writing by the Managing Underwriter and agreed to in writing by the Company)days following the effective date of aany registration statement of the Company filed under the Securities Act (the Market Standoff Period); provided, however, that(or such restriction shall apply only to the first registration statement of the Company to become effective under the Securities Act that includes securities to be sold on behalf of the Company to the public in an underwritten public offering under the Securities Act. The Company may impose stop-transfer instructions with respect to securities subject to the foregoing restrictions until the end of such Market Standoff Period, and these restrictions shall be binding on any transferee of such Shares. Notwithstanding the foregoing, the 180-dayother period as may be extended for up to such number of additional days as is deemed necessaryrequested by the Company or the Managing Underwriteran underwriter to continue coverage by research analysts in accordance with NASDaccommodate regulatory restrictions including, but not limited to, FINRA Rule 27112241, if applicable, or any similar or successor rule.provisions or amendments thereto).
Market Stand-Off. In connection with any underwritten public offering by the Company of its equity securities pursuant to an effective registration statement filed under the Securities Act, including the Companys initial public offering, the Purchaser shall not directly or indirectly sell, make any short sale of, loan, hypothecate, pledge, offer, grant or sell any option or other contract for the purchase of, purchase any option or other contract for the sale of, or otherwise dispose of or transfer, or agree to engage in any of the foregoing transactions with respect to, any Purchased Shares without the prior written consent of the Company or its underwriters. Such restriction (the Market Stand-Off) shall be in effect for such period of time following the date of the final prospectus for the offering as may be requested by the Company or such underwriters. In no event, however, shall such period exceed 180 days. The Market Stand-Off shall in any representativeevent terminate two years after the date of the underwriters (the Managing Underwriter) in connection with any registrationCompanys initial public offering. In the event of the offeringdeclaration of a stock dividend, a spin-off, a stock split, an adjustment in conversion ratio, a recapitalization or a similar transaction affecting the Companys outstanding securities without receipt of consideration, any new, substituted or additional securities which are by reason of the Company under the Securities Act, Optionee shall not sell or otherwise transfersuch transaction distributed with respect to any Shares or other securities of the Company during the 180-day period (or such longer period as may be requested in writing by the Managing Underwriter and agreed to in writing by the Company) following the effective date of a registration statement of the Company filed under the Securities Act (the Market Standoff Period); provided, however, that such restriction shall apply onlysubject to the first registration statement of the Company toMarket Stand-Off, or into which such Shares thereby become effective under the Securities Act that includes securities toconvertible, shall immediately be sold on behalf of the Companysubject to the public in an underwritten public offering underMarket Stand-Off. In order to enforce the Securities Act. TheMarket Stand-Off, the Company may impose stop-transfer instructions with respect to securities subject to the foregoing restrictionsPurchased Shares until the end of such Market Standoff Period, and these restrictionsthe applicable stand-off period. The Companys underwriters shall be binding on any transfereebeneficiaries of such Shares. Notwithstanding the foregoing,agreement set forth in this . This Subsection # shall not apply to Shares registered in the 180-day period maypublic offering under the Securities Act, and the Purchaser shall be extended for upsubject to such numberthis Subsection # only if the directors and officers of additional days as is deemed necessary by the Company or the Managing Underwriterare subject to continue coverage by research analysts in accordance with NASD Rule 2711 or any successor rule.similar arrangements.
Lock-Up Period. OptioneeParticipant hereby agrees that if so requested byParticipant shall not offer, pledge, 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, lend, or otherwise transfer or dispose of, directly or indirectly, any Common Stock (or other securities) of the Company or enter into any swap, hedging or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any Common Stock (or other securities) of the Company held by Participant (other than those included in the registration) for a period specified by the representative of the underwriters (the Managing Underwriter) in connection with any registration of the offering of any securitiesCommon Stock (or other securities) of the Company under the Securities Act, Optionee shall not sell or otherwise transfer any Shares or other securities of the Company during the 180-day period (or such longer period as may be requested in writing by the Managing Underwriterto exceed one hundred and agreed to in writing by the Company)eighty (180) days following the effective date of aany registration statement of the Company filed under the Securities Act (the Market Standoff Period); provided, however, that(or such restriction shall apply only to the first registration statement of the Company to become effective under the Securities Act that includes securities to be sold on behalf of the Company to the public in an underwritten public offering under the Securities Act. The Company may impose stop-transfer instructions with respect to securities subject to the foregoing restrictions until the end of such Market Standoff Period, and these restrictions shall be binding on any transferee of such Shares. Notwithstanding the foregoing, the 180-dayother period as may be extended for up to such number of additional days as is deemed necessaryrequested by the Company or the Managing Underwriterunderwriters to continue coverage byaccommodate regulatory restrictions on # the publication or other distribution of research analystsreports and # analyst recommendations and opinions, including, but not limited to, the restrictions contained in accordance with NASD Rule 27112711(f)(4) or NYSE Rule 472(f)(4), or any successor rule.provisions or amendments thereto).
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