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Common use of Agreement Not to Offer or Sell Additional Securities Clause in Contracts

Agreement Not to Offer or Sell Additional Securities. During the period commencing on the date hereof and ending on the 365th day following the date of the Prospectus, the Company will not, without the prior written consent of the Representative (which consent may be withheld at the Representative's sole discretion), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open "PUT EQUIVALENT POSITION" within the meaning of Rule 16a-1(h) under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act (except as contemplated by the Prospectus) in respect of, any shares of Common Stock, options or warrants to acquire shares of the Common Stock or securities exchangeable or exercisable for or convertible into shares of Common Stock (other than as contemplated by this Agreement with respect to the Units); provided, however, that the Company may issue shares of its Common Stock or options to purchase its Common Stock, or shares of Common Stock upon exercise of options, in each case, pursuant to any stock option, stock bonus or other stock plan, arrangement or contractual obligation described in the Prospectus, but only if the holders of such shares, options, or shares issued upon exercise of such options, agree in writing not to sell, offer, dispose of or otherwise transfer any such shares or options during such 365-day period without the prior written consent of the Representative (which consent may be withheld at the Representative's sole discretion).

Appears in 7 contracts

Samples: Underwriting Agreement (Vaughan Foods, Inc.), Underwriting Agreement (Vaughan Foods, Inc.), Underwriting Agreement (Vaughan Foods, Inc.)

Agreement Not to Offer or Sell Additional Securities. During the period commencing on the date hereof and ending on the 365th 180th day following the date of the Prospectus, the Company will not, without the prior written consent of the Representative (which consent may be withheld at the sole discretion of the Representative's sole discretion), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open "PUT EQUIVALENT POSITION" “put equivalent position” within the meaning of Rule 16a-1(h) under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act (except as contemplated by the Prospectus) in respect of, any shares of Common Stock, options or warrants to acquire shares of the Common Stock or securities exchangeable or exercisable for or convertible into shares of Common Stock (other than as contemplated by this Agreement with respect to the UnitsCommon Shares); provided, however, that the Company may issue shares of its Common Stock or options to purchase its Common Stock, or shares of Common Stock upon exercise of options, in each case, pursuant to any stock option, stock bonus or other stock plan, plan or arrangement or contractual obligation described in the Prospectus, but only if the holders of such shares, options, or shares issued upon exercise of such options, agree in writing not to sell, offer, dispose of or otherwise transfer any such shares or options during such 365-180 day period without the prior written consent of the Representative (which consent may be withheld at the sole discretion of the Representative's sole discretion).

Appears in 4 contracts

Samples: Underwriting Agreement (WPT Enterprises Inc), Underwriting Agreement (WPT Enterprises Inc), Underwriting Agreement (Pokertek Inc)

Agreement Not to Offer or Sell Additional Securities. During the period commencing on the date hereof and ending on the 365th day following the date of the Prospectus, the Company will not, without the prior written consent of the Representative (which consent may be withheld at the Representative's ’s sole discretion), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open "PUT EQUIVALENT POSITION" “put equivalent position” within the meaning of Rule 16a-1(h) under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act (except as contemplated by the Prospectus) in respect of, any shares of Common Stock, options or warrants to acquire shares of the Common Stock or securities exchangeable or exercisable for or convertible into shares of Common Stock (other than as contemplated by this Agreement with respect to the Units); provided, however, that the Company may issue shares of its Common Stock or options to purchase its Common Stock, or shares of Common Stock upon exercise of options, in each case, pursuant to any stock option, stock bonus or other stock plan, arrangement or contractual obligation described in the Prospectus, but only if the holders of such shares, options, or shares issued upon exercise of such options, agree in writing not to sell, offer, dispose of or otherwise transfer any such shares or options during such 365-day period without the prior written consent of the Representative (which consent may be withheld at the Representative's ’s sole discretion).

Appears in 3 contracts

Samples: Underwriting Agreement (Whispering Oaks International Inc), Underwriting Agreement (Healthy Fast Food Inc), Underwriting Agreement (Healthy Fast Food Inc)

Agreement Not to Offer or Sell Additional Securities. During the period commencing on the date hereof and ending on the 365th 180th day following the date of the Prospectus, the Company will not, without the prior written consent of the Representative Representatives (which consent may be withheld at the Representative's sole discretiondiscretion of the Representatives), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open "PUT EQUIVALENT POSITION" “put equivalent position” within the meaning of Rule 16a-1(h) under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act (except as contemplated by the Prospectus) in respect of, any shares of Common Stock, options or warrants to acquire shares of the Common Stock or securities exchangeable or exercisable for or convertible into shares of Common Stock (other than as contemplated by this Agreement with respect to the UnitsCommon Shares); provided, however, that the Company may issue shares of its Common Stock or options to purchase its Common Stock, or shares of Common Stock upon exercise of options, in each case, pursuant to any stock option, stock bonus or other stock plan, plan or arrangement or contractual obligation described in the Prospectus, but only if the holders of such shares, options, or shares issued upon exercise of such options, agree in writing not to sell, offer, dispose of or otherwise transfer any such shares or options during such 365-180 day period without the prior written consent of the Representative Representatives (which consent may be withheld at the Representative's sole discretiondiscretion of the Representatives).

Appears in 2 contracts

Samples: Underwriting Agreement (Cabg Medical Inc), Underwriting Agreement (Cabg Medical Inc)

Agreement Not to Offer or Sell Additional Securities. During the period commencing on the date hereof and ending on the 365th 180th day following the date of the Prospectus, the Company will not, without the prior written consent of the Representative (which consent may be withheld at the sole discretion of the Representative's sole discretion), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open "PUT EQUIVALENT POSITION" “put equivalent position” within the meaning of Rule 16a-1(h) under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act (except as contemplated by the Prospectus) in respect of, any shares of Common Stock, options or warrants to acquire shares of the Common Stock or securities exchangeable or exercisable for or convertible into shares of Common Stock (other than as contemplated by this Agreement with respect to the UnitsCommon Shares and the Underwriters’ Warrant (as defined)); provided, however, that the Company may issue shares of its Common Stock or options or other awards to purchase its Common Stock, or shares of Common Stock upon the exercise of options, in each caseoptions or warrants, pursuant to any stock option, stock bonus or other stock plan, incentive plan or arrangement or contractual obligation described in the Prospectus, but only if the holders of such shares, optionsoptions warrants, awards, or shares issued upon exercise of such optionsoptions or warrants, agree in writing not to sell, offer, dispose of or otherwise transfer any such shares shares, options or options warrants during such 365-180 day period without the prior written consent of the Representative (which consent may be withheld at the sole discretion of the Representative's sole discretion).

Appears in 1 contract

Samples: Underwriting Agreement (Mathstar Inc)

Agreement Not to Offer or Sell Additional Securities. During the period commencing on the date hereof and ending on the 365th 180th day following the date of the Prospectus, the Company will not, without the prior written consent of the Representative Representatives (which consent may be withheld at the Representative's sole discretiondiscretion of the Representatives), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open "PUT EQUIVALENT POSITIONput equivalent position" within the meaning of Rule 16a-1(h) under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act (except as contemplated by other than a registration statement on Form S-8) or under the Prospectus) securities laws of any of the Qualifying Provinces in respect of, any shares of Common Stock, options or warrants to acquire shares of the Common Stock or securities exchangeable or exercisable for or convertible into shares of Common Stock (other than as contemplated by this Agreement with respect to the UnitsCommon Shares); provided, however, that the Company may issue shares of its Common Stock or options to purchase its Common Stock, or shares of Common Stock upon exercise of options, in each case, pursuant to any stock option, stock bonus or other stock plan, plan or arrangement or contractual obligation described in the Prospectus, but only if the holders any holder of such shares, options, or shares issued upon exercise of such options, agree who is an officer or director of the Company or any of its subsidiaries has agreed or agrees in writing not to sell, offer, dispose of or otherwise transfer any such shares or options during such 365-day period without the prior written consent of the Representative Representatives (which consent may be withheld at the Representative's sole discretiondiscretion of the Representatives).

Appears in 1 contract

Samples: Underwriting Agreement (Odyssey Re Holdings Corp)

Agreement Not to Offer or Sell Additional Securities. During the period commencing on the date hereof and ending on the 365th 180th day following the date of the Prospectus, the Company will not, without the prior written consent of [the Representative Representative] (which consent may be withheld at the sole discretion of [the Representative's sole discretion]), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open "PUT EQUIVALENT POSITIONput equivalent position" within the meaning of Rule 16a-1(h) under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act (except as contemplated by the Prospectusother than a registration statement on Form S-8) in respect of, any shares of Common Stock, options or warrants to acquire shares of the Common Stock or securities exchangeable or exercisable for or convertible into shares of Common Stock (other than as contemplated by this Agreement with respect to the UnitsShares); provided, however, that the Company may issue shares of its Common Stock or options to purchase its Common Stock, or shares of Common Stock upon exercise of options, in each case, pursuant to any stock option, stock bonus or other stock plan, plan or arrangement or contractual obligation described in the Prospectus, but only if the holders any holder of such shares, options, or shares issued upon exercise of such options, agree who is an officer or director of the Company or any of its subsidiaries has agreed or agrees in writing not to sell, offer, dispose of or otherwise transfer any such shares or options during such 365-day period without the prior written consent of the Representative (which consent may be withheld at the sole discretion of the Representative's sole discretion).

Appears in 1 contract

Samples: Underwriting Agreement (Odyssey Re Holdings Corp)