Common use of Holdback Agreements Clause in Contracts

Holdback Agreements. Each holder of Registrable Securities shall not effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 days prior to and the 90-day period beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwise.

Holdback Agreements. (a) Each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90-day period or such longer period as required by the underwriters managing the registered public offering beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, Registration in each case pursuant to which such holder’s Registrable Securities are included (except for sales of such securities as part of such underwritten registrationregistered offering and as otherwise permitted under Rule 144(k)), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. (a) Each holder of Registrable Securities shall (other than the Individual Purchasers) hereby agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90180-day period beginning on the effective date of any underwritten Demand Registration (other than a 415 Registration) or any Piggyback Registration for a public offering to be underwritten Piggyback Registration, on a firm commitment basis in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. (a) Each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144144 under the Securities Act) of equity securities Registrable Securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90-day (180-day in the case of the initial Public Offering) period beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, Registration in each case pursuant to which such holder’s Registrable Securities are included or which is the initial Public Offering (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. Each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the CompanyParent, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90-day period (or such longer period, not to exceed 90 additional days, as the managing underwriter shall require) beginning on the effective date of any underwritten Demand Piggyback Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included or Demand Registration (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwisePublic Offering otherwise agree.

Holdback Agreements. Each holder Holder of Registrable Securities shall Shares agrees not to effect any public sale or distribution (including sales pursuant to Rule 144144 promulgated pursuant to the Securities Act) of equity securities of the Company, Company or any securities convertible into or exchangeable or exercisable for such equity securities, or engage in any hedging transactions relating to the same, during the 30 seven (7) days prior to and during the 90-one hundred eighty (180) day period beginning on the effective date of any the underwritten Demand Registration or any underwritten Piggyback Registration, in each case registration pursuant to Section 2 hereof in which such holder’s Registrable Securities Shares are included (except for sales of such securities as part of such underwritten registrationregistered offering), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. Each (a) No holder of Registrable Securities shall not effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 180-day period beginning on the effective date of the Company's initial public offering of its Common Stock under the Securities Act or during the seven days prior to and the 90-day period beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included the next registered public offering of the Company's Common Stock (except as part of such underwritten registration), unless the underwriters managing the registered public offering otherwise agree otherwisein writing.

Holdback Agreements. Each (a) To the extent not inconsistent with applicable law, each holder of Registrable Securities shall not effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities securities, options or rights convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 10 days prior to and the 90180-day period beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, Registration in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. (a) Each holder of Registrable Securities and each holder of Stock shall not effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90-day (or, 180-day period in the case of the Company's Initial Public Offering) beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, Registration in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseand Xxxxxxx Xxxxx otherwise agree.

Holdback Agreements. (a) Each holder of Registrable Securities shall (other than the Individual Investors) hereby agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90180-day period beginning on the effective date of any underwritten Demand Registration (other than a 415 Registration) or any Piggyback Registration for a public offering to be underwritten Piggyback Registration, on a firm commitment basis in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. Each holder of Registrable Securities shall Seller agrees not to effect any public sale sale, transfer or other distribution (including sales pursuant to Rule 144144 or Rule 144A) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to for the same, during the 30 period commencing seven days prior to and ending on the 90-day period beginning on first to occur of the (i) six months from the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration)) or (ii) the Date on which any similar lock-up imposed upon the Company in such Registration terminates, unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. Each (1) To the extent not inconsistent with applicable law, each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144144 of the U.S. Securities Act) of equity securities of the Company, or any securities securities, options or rights convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to to, and the 90180-day period beginning on on, the effective date of or date of the final receipt for any underwritten Demand Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included Registration (except as part of such underwritten registration), unless the underwriters managing the registered public offering otherwise agree. This provision shall not restrict the ability of any holder of Registrable Securities to make a transfer permitted by the Shareholders Agreement, so long as such transferees agree otherwiseto be bound by the provisions of this Section 3.

Holdback Agreements. (a) Each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90-day period (or such longer period as required by the underwriters managing the registered public offering) beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, Registration in each case pursuant to which such holder’s Registrable Securities are included (except for sales of such securities as part of such underwritten registrationregistered offering and as otherwise permitted under Rule 144(k)), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. (a) Each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the CompanyParent, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the ninety (90)-day period (or such longer period, not to exceed ninety (90-day period ) additional days, as the managing underwriter shall require) beginning on the effective date of any underwritten Demand Piggyback Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included or Demand Registration (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwise.otherwise agree. 66

Holdback Agreements. Each (a) Subject to the terms of Section 3(b), each holder of Registrable Securities shall not effect any public sale or distribution (including sales pursuant to Rule 144144 under the Securities Act) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven (7) days prior to and the 90-subsequent one hundred eighty (180) day period beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, Registration in each case pursuant to which such holder’s Registrable Securities are included (except sales or distributions made as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwisePublic Offering otherwise agree.

Holdback Agreements. Each To the extent requested by the Company or the managing underwriters of a registration, each holder of Registrable Securities shall not effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90180-day period beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, public offering of the Company’s equity securities registered under the Securities Act in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. Each If a holder of Registrable Securities shall includes Registrable Securities in an underwritten Piggyback Registration, such holder of Registrable Securities agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90-day period beginning on the effective date of any underwritten Demand Piggyback Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities held by such holder are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. (a) Each holder of Registrable Securities shall hereby agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, Company or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90180-day period beginning on the effective date of any underwritten Demand Registration (other than a 415 Registration) or any Piggyback Registration for a public offering to be underwritten Piggyback Registration, on a firm commitment basis in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. (a) Each holder of Registrable Securities shall hereby agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90120-day period beginning on the effective date of any underwritten Demand Registration (other than a 415 Registration) or any Piggyback Registration for a public offering to be underwritten Piggyback Registration, on a firm commitment basis in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree; provided, that neither the Existing Holder Group nor Management shall receive less favorable treatment than the Investor.

Holdback Agreements. Each (a) No holder of Registrable Securities shall not effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 180-day period beginning on the effective date of the Company's initial public offering of its common stock under the Securities Act or during the seven days prior to and the 90-day period beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included the next registered public offering of the Company's common stock (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. (a) Each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the CompanyTopco, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the ninety (90)-day period (or such longer period, not to exceed ninety (90-day period ) additional days, as the managing underwriter shall require) beginning on the effective date of any underwritten Demand Piggyback Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included or Demand Registration (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. Each holder of Registrable Securities shall The Shareholder agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven (7) days prior to (provided that the Shareholder receives a notice from the Company of the commencement of such 7-day period) and the 90-day period beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, Registration in each case pursuant to which such holder’s Registrable Securities Registration Shares are included (except as part of such underwritten registration), unless the underwriters underwriter(s) managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. (a) Each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the CompanyParent, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven (7) days prior to and the 90-day period (or such longer period, not to exceed 90 additional days, as the managing underwriter shall require) beginning on the effective date of any underwritten Demand Piggyback Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included or any Demand Registration (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. (a) Each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the CompanyIGI, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90-day period (or such longer period, not to exceed 90 additional days, as the managing underwriter shall require) beginning on the effective date of any underwritten Demand Piggyback Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included or Demand Registration (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. Each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144144 under the Securities Act or any successor rule) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 ten days prior to and during the 90-day period (or such longer period, not to exceed 90 additional days, as the managing underwriter shall require) beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included public offering of equity securities of the Company (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. Each holder of Registrable Securities Stock shall not effect any ------------------- public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90180-day period beginning on the effective date of any underwritten Demand Registration (as defined in the Registration Agreement) or any underwritten Piggyback Registration, Registration (as defined in each case pursuant to the Registration Agreement) in which such holder’s Registrable Securities any shares of Stock are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. a. Each holder of Registrable Securities and each holder of Stock shall not effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90-day (or, 180-day period in the case of the Company's Initial Public Offering) beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, in each case pursuant to Registration which such holder’s Registrable Securities are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseand Xxxxxxx Xxxxx otherwise agree.

Holdback Agreements. Each holder (a) No Holder of Registrable Securities shall not effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90120-day period beginning on the effective date of any underwritten Demand Registration the Company's initial public offering of its Common Stock under the Securities Act or any underwritten Piggyback Registration, in each case pursuant during the seven days prior to which such holder’s Registrable Securities are included and the 30-day period beginning on the effective date of the next registered public offering of the Company's Common Stock (except as part of such underwritten registration), unless the underwriters managing the registered public offering otherwise agree otherwisein writing.

Holdback Agreements. Each holder of Registrable Securities shall (a) To the extent not ------------------- inconsistent with applicable law, each Holder agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, Company or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90-day period of up to 180 days beginning on the effective date of any underwritten Demand Registration or any Piggyback Registration for a public offering to be underwritten Piggyback Registration, on a firm commitment basis in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. (a) Each holder of Registrable Securities shall hereby agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90180-day period beginning on the effective date of any underwritten Demand Registration (other than a 415 Registration) or any Piggyback Registration for a public offering to be underwritten Piggyback Registration, on a firm commitment basis in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. 68 70 (a) Each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90-day period (or such longer period, not to exceed 90 additional days, as the managing underwriter shall require) beginning on the effective date of any underwritten Demand Piggyback Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included or Demand Registration (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree.

Holdback Agreements. Each holder of Registrable Securities shall agrees not to effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90-day one hundred eighty (180)-day period beginning on the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration, in each case pursuant to which such holder’s Registrable Securities are included registration (except as part of such underwritten registration), unless the underwriters managing the registered public offering agree otherwiseotherwise agree. Each holder of Registrable Securities agrees to enter into an agreement with the managing underwriters of any underwritten registration in which Registrable Securities are included to the foregoing effect if required by the managing underwriters.

Holdback Agreements. (a) Each holder of Registrable Securities shall not effect any public sale or distribution (including sales pursuant to Rule 144) of equity securities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, or engage in any hedging transactions relating to the same, during the 30 seven days prior to and the 90180-day period beginning on the effective date of any underwritten Demand Registration or Registration, any underwritten Piggyback Registration, Registration in each case pursuant to which such holder’s Registrable Securities are included (except as part of such underwritten registration)) or any other underwritten public offering of common stock of the Company, unless the underwriters managing the registered public offering otherwise agree; provided that the holders of Registrable Securities shall not be required to agree otherwiseto a holdback period longer than that agreed to by the officers or directors of the Company.