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 Units or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the 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 such Holder the opportunity to participate in such offering as provided in Article I, the Holders 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 up to 90 days from the date of such prospectus (or such shorter period for which a lock-up shall apply to the Company).

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 Units Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Holders 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 such each Investor and each Holder the opportunity to participate in such offering as provided in Article Iaccordance with and to the extent required by Section 3.02, the Holders 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 up to 90 days from the date of such prospectus (or such shorter period for which a lock-up shall apply to as may be agreed by the Company)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 Units Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Holders 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 such Holder the Investors the opportunity to participate in such offering as provided in Article Iaccordance with and to the extent required by Section 1.8, the Holders Investors 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 up to 90 no more than ninety (90) days from the date of such prospectus (prospectus, or such shorter period for which a lock-up as shall apply to the Company)be required by any director, executive officer or other 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 Units Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Holders 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 such the Purchaser and each Holder the opportunity to participate in such offering as provided in Article Iaccordance with and to the extent required by Section 1.8, the Holders Purchaser 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 up to 90 days from the date of such prospectus (or such shorter period for which a lock-up shall apply to the Company)as may be agreed upon by such 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 Units Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Holders 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 such the Investor and each Holder the opportunity to participate in such offering as provided in Article Iaccordance with and to the extent required by Section 3.02, the Holders 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 up to 90 60 days from the date of such prospectus (or such shorter period for which a lock-up shall apply to as may be agreed by the Company)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 Units Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Holders 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 such the Purchasers and each Holder the opportunity to participate in such offering as provided in Article Iaccordance with and to the extent required by Section 1.8, the Holders Purchasers 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 up to 90 days from the date of such prospectus (or such shorter period for which a lock-up shall apply to the Company)prospectus.

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 Units Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the 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 such each Holder the opportunity to participate in such offering as provided in Article Iaccordance with and to the extent required by Section 1.8, the Holders 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 up to 90 days from the date of such prospectus (or such shorter period as may be agreed to by the managing underwriter(s) for which a lock-up shall apply to the Companysuch 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 Units Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Holders 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 such Holder the Investor the opportunity to participate in such offering as provided in Article Iaccordance with and to the extent required by Section 1.8, the Holders Investor 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 up to no more than 90 days from the date of such prospectus (prospectus, or such shorter period for which a lock-up as shall apply to the Company)be required by any director, executive officer or other shareholder.

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 Units Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the 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 such each Holder the opportunity to participate in such offering as provided in Article Iaccordance with and to the extent required by Section 1.6, the Holders 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 up to 90 ninety (90) days from the date of such prospectus (or such shorter period for which a lock-up shall apply prospectus; provided that each executive officer and director of the Company also agrees to the Company)substantially similar restrictions.

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 Units or securities convertible into, or exchangeable or exercisable for, such securities Stock or otherwise informs the Holders 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 such the Purchasers and each Holder the opportunity to participate in such offering as provided in Article Iaccordance with and to the extent required by Section 1.8, the Holders Purchasers 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 up to 90 ninety (90) days from the date of such prospectus (or such shorter period for which a lock-up shall apply to the Company)prospectus.

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 Units Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Holders 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 such the Lenders and each Holder the opportunity to participate in such offering as provided in Article Iaccordance with and to the extent required by Section 1.7, the Holders each Holder participating in such offering 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 up to 90 days from the date of such prospectus (or such shorter period for which a lock-up shall apply to the Company)prospectus.

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 Units Stock or securities convertible into, or exchangeable or exercisable for, such securities or otherwise informs the Holders 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 such each Holder the opportunity to participate in such offering as provided in Article Iaccordance with and to the extent required by Section 1.7, the Holders each Investor 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 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 up to 90 days (or such shorter period as may be applicable to the Company or as may be mutually agreed by the Holders and the managing underwriter or underwriters) from the date of such prospectus (or such shorter period for which a lock-up shall apply to the Company)prospectus.