Hold Back Agreements Cutbacks Sample Clauses

Hold Back Agreements Cutbacks. (a) Each holder of Warrant Stock or Other Warrant Stock that is covered by a registration statement filed pursuant to Section 6.01 agrees, if requested by the managing underwriters in an underwritten offering, not to effect any public sale or distribution of securities of the Issuer of the same class as the securities included in such registration statement, including a sale pursuant to Rule 144 under the Securities Act (except as part of such underwritten registration), during the 15-day period prior to, and during the 90-day period beginning on, the closing date of each underwritten offering made pursuant to such registration statement, to the extent timely notified in writing by the Issuer or the managing underwriters; provided that such holders of Warrant Stock and Other Warrant Stock shall be subject to the hold-back restrictions of this Section 6.02(a) (i) only once during any twelve-month period and (ii) unless such underwriter(s) otherwise agree, only if each holder of equity securities of the Issuer which is a party to a registration rights agreement with the Issuer entered into on or after the date hereof, and each holder of equity securities purchased from the Issuer (which is party to a registration rights agreement with the Issuer entered into) at any time after the date of this Agreement (other than in a public offering), shall have agreed, to the extent permitted by law, not to effect any such public sale or distribution of such securities (including a sale under Rule 144), during such period, except as part of such underwritten registration. The foregoing provisions shall not apply to any Holder of Warrant Stock or Other Holder of Other Warrant Stock if such holder is prevented by applicable statute or regulation from entering into any such agreement; provided that such holder shall undertake, in its request to participate in any such underwritten offering, not to effect any public sale or distribution of any Warrant Stock or Other Warrant Stock held by such holder and covered by a registration statement commencing on the date of sale of the Warrant Stock or Other Warrant Stock, as the case may be, unless it has provided 45 days prior written notice of such sale or distribution to the underwriter or underwriters. (b) The Issuer agrees not to effect any public or private offer, sale or distribution of any of its equity securities or any class or series of its capital stock having a preference in liquidation or with respect to dividends, incl...