Common use of Holdback Clause in Contracts

Holdback. (a) Each Holder agrees by the acquisition of Registrable Securities, if so required by the managing underwriter of any offering of equity securities by the Company, not to sell, make any short sale of, loan, grant any option for the purchase of, effect any public sale or distribution of or otherwise dispose of any Registrable Securities owned by such Holder, during the 30 days prior to and the 90 days after the registration statement relating to such offering has become effective (or such shorter period as may be required by the underwriter), except as part of such underwritten offering. Notwithstanding the foregoing sentence, each Holder subject to the foregoing sentence shall be entitled to sell during the foregoing period any securities of the Company owned by it in a private sale. The Company may legend and may impose stop transfer instructions on any certificate evidencing Registrable Securities relating to the restrictions provided for in this Section 10. (b) The Company agrees, if so required by the managing underwriter of any offering of Registrable Securities, not to sell, make any short sale of, loan, grant any option for the purchase of (other than pursuant to employee benefit plans), effect any public sale or distribution of or otherwise dispose of any of its equity securities during the 30 days prior to and the 90 days after any underwritten registration pursuant to Section 2 or 3 hereof has become effective, except as part of such underwritten registration and except pursuant to registrations on Form S-4, X-0 xx any successor or similar forms thereto.

Holdback. (a) Each Holder agrees by the acquisition of Registrable Securities, if so required by the managing underwriter of any offering of equity securities by the Company, not to sell, make any short sale of, loan, grant any option for the purchase of, effect any public sale or distribution of or otherwise dispose of any Registrable Securities owned by such Holder, during the 30 days prior to and the 90 days after the registration statement relating to such offering has become effective (or such shorter period as may be required by the underwriter), except as part of such underwritten offering. Notwithstanding the foregoing sentence, each Holder subject to the foregoing sentence shall be entitled to sell during the foregoing period any securities of the Company owned by it in a private sale. The Company may legend and may impose stop transfer instructions on any certificate evidencing Registrable Securities relating to the restrictions provided for in this Section 10. (b) The Company agrees, if so required by the managing underwriter of any offering of Registrable Securities, not to sell, make any short sale of, loan, grant any option for the purchase of (other than pursuant to employee benefit plans), effect any public sale or distribution of or otherwise dispose of any of its equity securities during the 30 days prior to and the 90 days after any underwritten registration pursuant to Section 2 or 3 hereof has become effective, except as part of such underwritten registration and except pursuant to registrations on Form S-4X-0, X-0 xx or any successor or similar forms thereto.

Holdback. (a) Each GLII and each other Holder agrees by the acquisition of Registrable Securities, if so required by the managing underwriter of any offering of equity securities by the Company, not to sell, make any short sale of, loan, grant any option for the purchase of, effect any public sale or distribution of or otherwise dispose of any Registrable Securities owned by such Holder, during the 30 days prior to and the 90 days after the registration statement relating to such offering has become effective (or such shorter period as may be required by the underwriter), except as part of such underwritten offering. Notwithstanding the foregoing sentence, each Holder subject to the foregoing sentence shall be entitled to sell during the foregoing period any securities of the Company owned by it in a private sale. The Company may legend and may impose stop transfer instructions on any certificate evidencing Registrable Securities relating to the restrictions provided for in this Section 10. (b) The Company agrees, if so required by the managing underwriter of any offering of Registrable Securities, not to sell, make any short sale of, loan, grant any option for the purchase of (other than pursuant to employee benefit plans), effect any public sale or distribution of or otherwise dispose of any of its equity securities during the 30 days prior to and the 90 days after any underwritten registration pursuant to Section 2 or 3 hereof has become effective, except as part of such underwritten registration and except pursuant to registrations on Form S-4, X-0 xx any successor or similar forms thereto.

Holdback. (a) Each Holder agrees by the acquisition of Registrable Securities, if so required by the managing underwriter of any offering of equity securities by the Company, not to sell, make any short sale of, loan, grant any option for the purchase of, effect any public sale or distribution of of, or otherwise dispose of any Registrable Securities owned by such Holder, during the 30 days prior to and the 90 days after the registration statement relating to such offering has become effective (or such shorter period as may be required by the underwriter), except as part of such underwritten offering. Notwithstanding the foregoing sentence, each Holder subject to the foregoing sentence shall be entitled to sell during the foregoing period any securities of the Company owned by it in a private sale. The Company may legend and may impose stop transfer instructions on any certificate evidencing Registrable Securities relating to the restrictions provided for in this Section 10. (b) The Company agrees, if so required by the managing underwriter of any offering of Registrable Securities, not to sell, make any short sale of, loan, grant any option for the purchase of (other than pursuant to employee benefit plans), effect any public sale or distribution of of, or otherwise dispose of any of its equity securities during the 30 days prior to and the 90 days after any underwritten registration pursuant to Section 2 or 3 hereof has become effective, except as part of such underwritten registration and except pursuant to registrations on Form S-4X-0, X-0 xx X-0, or any successor or similar forms thereto.

Holdback. (a) Each Holder agrees by Until the acquisition first to occur of (i) there no longer being any Registrable Securities, (ii) the Holders having completed their sale under their last registration demanded under Section 2(b), and (iii) the Holders no longer having the right to demand a registration under Section 2(b), each Holder agrees, if so required by the managing underwriter of any offering of equity securities by in writing to the CompanyHolders, not to sell, make any short sale of, loan, grant any option for the purchase of, effect any public sale or distribution of or otherwise dispose of any Registrable Securities owned by such Holdersecurities of the Company, during the 30 10 days prior to and the 90 days after the any underwritten registration statement relating pursuant to such offering Section 2 or 3 hereof has become effective (or such shorter period as may be required by the underwriter), except as part of such underwritten offering. Notwithstanding the foregoing sentence, each Holder subject to the foregoing sentence shall be entitled to sell during the foregoing period any securities of the Company owned by it in a private saleregistration. The Company may legend and may impose stop transfer instructions on any certificate evidencing Registrable Securities relating to the restrictions provided for in this Section 10. (b) The Company agrees, if so required by the managing underwriter of any offering of Registrable Securitiesunderwriter, not to sell, make any short sale of, loan, grant any option for the purchase of (other than pursuant to a stock option plan or agreement for employees of the Company or its subsidiaries or other Company employee benefit plans), effect any public sale or distribution of or otherwise dispose of any of its equity securities or securities convertible into or exchangeable or exercisable for any such securities during the 30 days prior to and the 90 days after any underwritten registration pursuant to Section 2 or 3 hereof has become effective, except as part of such underwritten registration and except pursuant to registrations on Form S-4, X-0 xx any successor or similar forms thereto.pursuant

Holdback. (a) Each Holder agrees by the acquisition of Registrable Securities, if so required by the managing underwriter of any offering of equity securities by the Companyunderwriter, not to sell, make any short sale of, loan, grant any option for the purchase of, effect any public sale or distribution of or otherwise dispose of any Registrable Securities owned by such Holdersecurities of the Company, during the 30 days prior to and the 90 days after the any underwritten registration statement relating pursuant to such offering Section 2 or 3 hereof has become effective (or such shorter period as may be required by the underwriter), except as part of such underwritten offeringregistration. Notwithstanding the foregoing sentence, each Holder subject to the foregoing sentence shall be entitled to sell during the foregoing period any securities of the Company owned by it in a private sale. The Company may legend and may impose stop transfer instructions on any certificate evidencing Registrable Securities relating to the restrictions provided for in this Section 10. (b) The Company agrees, if so required by the managing underwriter of any offering of Registrable Securitiesunderwriter, not to sell, make any short sale of, loan, grant any option for the purchase of (other than pursuant to employee benefit plans), ) effect any public sale or distribution of or otherwise dispose of any of its equity securities or securities convertible into or exchangeable or exercisable for any such securities during the 30 days prior to and the 90 days after any underwritten registration pursuant to Section 2 or 3 hereof has become effective, except as part of such underwritten registration and except pursuant to registrations on Form S-4, X-0 xx any successor or similar forms thereto.

Holdback. (a) Each Holder agrees by the acquisition of Registrable Securities, if so required by the managing underwriter of any offering of equity securities by the Companyunderwriter, not to sell, make any short sale of, loan, grant any option for the purchase of, effect any public sale or distribution of or otherwise dispose of any Registrable Securities owned by such Holdersecurities of the Company, during the 30 days prior to and the 90 days after the any underwritten registration statement relating pursuant to such offering Section 2 or 3 hereof has become effective (or such shorter period as may be required by the underwriter), ) except as part of such underwritten offeringregistration. Notwithstanding the foregoing sentence, each Holder subject to the foregoing sentence shall be entitled to sell during the foregoing period any securities of the Company owned by it in a private sale. The Company may legend and may impose stop transfer instructions on any certificate evidencing Registrable Securities relating to the restrictions provided for in this Section 10. (b) The Company agrees, if so required by the managing underwriter of any offering of Registrable Securitiesunderwriter, not to sell, make any short sale of, loan, grant any option for the purchase of (other than pursuant to employee benefit plans), ) effect any public sale or distribution of or otherwise dispose of any of its equity securities or securities convertible into or exchangeable or exercisable for any such securities during the 30 days prior to and the 90 days after any underwritten registration pursuant to Section 2 or 3 hereof has become effective, except as part of such underwritten registration and except pursuant to registrations on Form S-4X-0, X-0 xx or any successor or similar forms thereto.

Holdback. If the Company at any time shall register Common Master Limited Partnership Units under the Securities Act in an underwritten offering pursuant to any other registration under the Securities Act (a) Each Holder agrees by the other than on Form S-4 or Form S-8 or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with option or other employee benefit plans), and the managing underwriter(s) of such offering advises the Company in writing that in its opinion the sale of Registrable SecuritiesSecurities at the time of or following the offering would interfere with the successful marketing of the securities proposed to be sold in the offering (in terms of a significant adverse effect on the price, timing or distribution of such securities), the Investors shall not, if so required requested in writing to the Company by the managing underwriter of any offering of equity securities by the Companyunderwriter(s), not to sell, make any short sale of, loan, grant any option for the purchase of, effect any public sale or distribution of or otherwise dispose of any Registrable Securities owned by such Holder, during the 30 days prior to and the 90 days after the registration statement relating to such offering has become effective (or such shorter period as may be required by the underwriter), except as part of such underwritten offering. Notwithstanding the foregoing sentence, each Holder subject to the foregoing sentence shall be entitled to sell during the foregoing period any securities of the Company owned by it in a private sale. The Company may legend and may impose stop transfer instructions on any certificate evidencing Registrable Securities relating to the restrictions provided for in this Section 10. (b) The Company agrees, if so required by the managing underwriter of any offering of Registrable Securities, not to sell, make any short sale of, loan, grant any option for the purchase of (other than pursuant to employee benefit plans), effect any public sale or distribution of or otherwise dispose of any of its equity securities during the 30 days prior to and the 90 days after any underwritten those Registrable Securities included in such registration pursuant to Section 2 2(b) or 3 hereof has become effective2(2) above) without the prior written consent of the Company for a period as shall be determined by the managing underwriter(s), except as part which period cannot begin more than 10 days prior to the effectiveness of such underwritten registration Registration Statement and except cannot last more than 180 days after the effective date of such Registration Statement; provided, however, that the restrictions on transfer of Registrable Securities under this Section 2(e) shall not be imposed upon the Investors more than once during any consecutive twelve-month period. The provisions of this Section 2(e) shall not apply unless all executive officers and directors of the Company owning Common Master Limited Partnership Units shall also have agreed not to sell publicly their Common Master Limited Partnership Units under the circumstances and pursuant to registrations on Form S-4, X-0 xx any successor or similar forms theretothe terms set forth in this Section 2(d).

Holdback. (a) Each Holder agrees If requested by the acquisition underwriters managing any underwritten offering in which Registrable Securities are eligible to be sold, without the prior written consent of the underwriter for such offering during the period specified by such underwriter, which period shall not exceed fourteen (14) days prior to or sixty (60) days following the effective date of the applicable registration, each holder of Registrable Securities will agree with such underwriter and the other holders of Registrable Securities not to (other than to a Permitted Transferee or as part of such offering) Transfer any Company Common Stock or any other equity securities of the Company; provided, that the Company and all of its executive officers and directors shall have likewise agreed with such underwriter not to issue or (other than as part of such offering) Transfer any shares of Company Common Stock or any securities convertible into or exchangeable or exercisable for shares of Company Common Stock during such period pursuant to an agreement that is substantially identical to the lock-up agreement to be signed by the holders of Registrable Securities, if so required by which agreement may not be waived or amended without the managing underwriter of any offering of equity securities by the Company, not to sell, make any short sale of, loan, grant any option for the purchase of, effect any public sale or distribution of or otherwise dispose of any Registrable Securities owned by such Holder, during the 30 days prior to and the 90 days after the registration statement relating to such offering has become effective (or such shorter period as may be required by the underwriter), except as part of such underwritten offering. Notwithstanding the foregoing sentence, each Holder subject to the foregoing sentence shall be entitled to sell during the foregoing period any securities consent of the Company owned by it in a private sale. The Company may legend and may impose stop transfer instructions on any certificate evidencing Registrable Securities relating to the restrictions provided for in this Section 10. (b) The Company agrees, if so required by the managing underwriter of any offering holders of Registrable Securities, except any waiver applicable to any director or executive officer of the Company that is applied equally to the holders of Registrable Securities. This Section 4.9 shall not apply to sell, make any short sale of, loan, grant offering by the Company effected during the period following receipt by the Company of any option Registration Request for a Demand Registration until the purchase earlier of (other than A) thirty (30) days after the date on which the Registration Statement filed pursuant to employee benefit plans), effect any public sale or distribution of or otherwise dispose of any of its equity such Registration Request is declared effective and (B) the date on which all securities during the 30 days prior to and the 90 days after any underwritten registration covered by such Registration Statement have been sold pursuant to Section 2 or 3 hereof has become effective, except as part of such underwritten registration and except pursuant to registrations on Form S-4, X-0 xx any successor or similar forms thereto.