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Market Standoff. If requested by the Company and an underwriter of Common Stock (or other securities) of the Company, Participant shall not sell or otherwise transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, of any Common Stock (or other securities) of the Company held by such stockholder (other than those included in the registration) during the period from the filing of a registration statement of the Company filed 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 through the end of the 180-day period following the effective date of the registration statement (or such other period as may be requested by the Company or an underwriter to accommodate regulatory restrictions including, but not limited to, FINRA Rule 2241, if applicable, or any similar or successor provisions or amendments thereto).

Market Standoff. If requested byStandoff Agreement. Grantee agrees in connection with any registration of the Company's securities that, upon the request of the Company and an underwriter of Common Stock (or other securities)or the underwriters managing any public offering of the Company, ParticipantCompany's securities, Grantee shall not sell or otherwise transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale,dispose of any Common Stock (or other securities)Shares without the prior written consent of the Company held byor such stockholder (other than those included inunderwriters, as the registration) during thecase may be, for such period from the filing of a registration statement of the Company filed under the Securities Act that includes securitiestime (not to be sold on behalf of the Company to the public in an underwritten public offering under the Securities Act through the end of the 180-day period followingexceed one hundred eighty (180) days) after the effective date of thesuch registration statement (orrequested by such other periodunderwriters and subject to all restrictions as may be requested by the Company or an underwriterthe underwriters may specify. Grantee further agrees to accommodate regulatory restrictions including, but not limited to, FINRA Rule 2241, if applicable, orenter into any similar or successor provisions or amendments thereto).agreement reasonably required by the underwriters to implement the foregoing.

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