Common use of Holdback Clause in Contracts

Holdback. (a) If (i) at any time after the date hereof, the Company shall file a Registration Statement (other than a registration on Form X-0, Xxxx X-0 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto) with respect to any shares of its capital stock, and (ii) upon reasonable prior notice the managing underwriter or underwriters (in the case of an Underwritten Offering) advise the Company and the Holders in writing that a sale or distribution of Registrable Securities would adversely impact such offering, then the Holders shall, to the extent not inconsistent with applicable law, refrain from effecting any sale or distribution of Registrable Securities during the period commencing on the effective date of such Registration Statement and continuing until the ninetieth (90th) day after the effective date of such Registration Statement; provided that such restriction shall apply to the Holders only if in connection with such offering, the underwriters require the directors and executive officers of the Company to refrain from selling the Company’s securities for a like period and on like terms (such period, a “Holdback Period”). (b) During the ninety (90) day period commencing on the effective date of a Registration Statement filed by the Company on behalf of Holders in connection with an Underwritten Offering pursuant to a Demand, the Company shall not effect (except pursuant to registrations on Form S-4 or Form S-8 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto and except pursuant to Section 2(f) hereof) any public sale or distribution of its securities.

Holdback. (a) If (i) at any time after the date hereof, the Company shall file a Registration Statement (other than a registration on Form X-0, Xxxx X-0 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto) with respect to any shares of its capital stock, and (ii) upon reasonable prior notice the managing underwriter or underwriters (in the case of an Underwritten Offering) advise the Company and the Holders in writing that a sale or distribution of Registrable Securities would adversely impact such offering, then the Holders shall, to the extent not inconsistent with applicable law, refrain from effecting any sale or distribution of Registrable Securities during the period commencing on the effective date of such Registration Statement and continuing until the ninetieth (90th) day after the effective date of such Registration Statement; provided that such restriction shall apply to the Holders only if in connection with such offering, the underwriters require the directors and executive officers of the Company to refrain from selling the Company’s securities for a like period and on like terms (such period, a “Holdback Period”). (b) During the ninety (90) day period commencing on the effective date of a Registration Statement filed by the Company on behalf of Holders in connection with an Underwritten Offering pursuant to a Demand, the Company shall not effect (except pursuant to registrations on Form S-4 or Form S-8 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto and except pursuant to Section 2(f2(h) hereof) any public sale or distribution of its securities.

Holdback. (a) If (i) at any time after during the date hereofEffective Period, the Company shall file a Registration Statement (other than a registration on Form X-0, Xxxx X-0 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto) with respect to any shares of its capital stock, and (ii) upon reasonable prior notice (A) the Company (in the case of a non-underwritten offering pursuant to such Registration Statement) advises the Holders in writing that a sale or distribution of Registrable Securities would adversely affect such offering, or (B) the managing underwriter or underwriters (in the case of an Underwritten Offering) advise the Company and the Holders in writing (in which case the Company shall notify the Holders) that a sale or distribution of Registrable Securities would adversely impact such offering, then the Holders shall, to the extent not inconsistent with applicable law, refrain from effecting any sale or distribution of Registrable Securities Securities, including sales pursuant to Rule 144, during the period commencing on the effective date of such Registration Statement notice and continuing until the ninetieth (90th) day after the effective date of such Registration Statement; provided that such restriction shall apply to the Holders only if in connection with such offering, the underwriters require the directors and executive officers of the Company to refrain from selling the Company’s securities for a like period and on like terms (such period, a “Holdback Period”). (b) During the ninety thirty (9030) day period commencing on the effective date of a Registration Statement filed by the Company on behalf of the Holders in connection with an Underwritten Offering pursuant to a Demand, the Company shall not effect (except pursuant to registrations on Form S-4 or Form S-8 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto and except pursuant to Section 2(f2(h) hereof) any public sale or distribution of its securitiesCommon Stock or of preferred stock or securities convertible into or exercisable for Common Stock.

Holdback. (a) If (i) at any time after during the date hereofEffective Period, the Company shall file a Registration Statement (other than a registration on Form X-0, Xxxx X-0 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto) with respect to any shares of its capital stock, and (ii) upon reasonable prior notice (A) the Company (in the case of a non-underwritten offering pursuant to such Registration Statement) advises the Foundation in writing that a sale or distribution of Registrable Securities would adversely affect such offering, or (B) the managing underwriter or underwriters (in the case of an Underwritten Offering) advise the Company and the Holders in writing (in which case the Company shall notify the Foundation) that a sale or distribution of Registrable Securities would adversely impact such offering, then the Holders Foundation shall, to the extent not inconsistent with applicable law, refrain from effecting any sale or distribution of Registrable Securities Securities, including sales pursuant to Rule 144, during the period commencing on the effective date of such Registration Statement notice and continuing until the ninetieth (90th) day after the effective date of such Registration Statement; provided that such restriction shall apply to the Holders only if in connection with such offering, the underwriters require the directors and executive officers of the Company to refrain from selling the Company’s securities for a like period and on like terms (such period, a “Holdback Period”). (b) During the ninety thirty (9030) day period commencing on the effective date of a Registration Statement filed by the Company on behalf of Holders the Foundation in connection with an Underwritten Offering pursuant to a Demand, the Company shall not effect (except pursuant to registrations on Form S-4 or Form S-8 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto and except pursuant to Section 2(f2(h) hereof) any public sale or distribution of its securitiesCommon Stock or of preferred stock or securities convertible into or exercisable for Common Stock.

Holdback. (a) If (i) at any time after during the date hereofEffective Period, the Company shall file a Registration Statement (other than a registration on Form X-0, Xxxx X-0 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto) with respect to any shares of its capital stock, and (ii) upon reasonable prior notice (A) the Company (in the case of a non- underwritten offering pursuant to such Registration Statement) advises the Foundation in writing that a sale or distribution of Registrable Securities would adversely affect such offering, or (B) the managing underwriter or underwriters (in the case of an Underwritten Offering) advise the Company and the Holders in writing (in which case the Company shall notify the Foundation) that a sale or distribution of Registrable Securities would adversely impact such offering, then the Holders Foundation shall, to the extent not inconsistent with applicable law, refrain from effecting any sale or distribution of Registrable Securities Securities, including sales pursuant to Rule 144, during the period commencing on the effective date of such Registration Statement notice and continuing until the ninetieth (90th) day after the effective date of such Registration Statement; provided that such restriction shall apply to the Holders only if in connection with such offering, the underwriters require the directors and executive officers of the Company to refrain from selling the Company’s securities for a like period and on like terms (such period, a “Holdback Period”). (b) During the ninety thirty (9030) day period commencing on the effective date of a Registration Statement filed by the Company on behalf of Holders the Foundation in connection with an Underwritten Offering pursuant to a Demand, the Company shall not effect (except pursuant to registrations on Form S-4 or Form S-8 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto and except pursuant to Section 2(f2(h) hereof) any public sale or distribution of its securitiesCommon Stock or of preferred stock or securities convertible into or exercisable for Common Stock.

Holdback. (a) If (i) at any time after during the date hereofEffective Period, the Company shall file a Registration Statement (other than a registration on Form X-0S-4, Xxxx X-0 Form S-8 or Form S-3 (with respect to dividend reinvestment plans and xxxxx xxx similar plans) or any successor forms thereto) with respect to any shares of its capital stock, and and (ii) upon reasonable prior notice the managing underwriter or underwriters (in the case of an Underwritten Offering) advise the Company and the Holders Fund in writing that a sale or distribution of Registrable Securities would adversely impact such offering, then the Holders Fund shall, to the extent not inconsistent with applicable law, refrain from effecting any sale or distribution of Registrable Securities Securities, including sales pursuant to Rule 144, during the period commencing on the effective date of such Registration Statement and continuing until the ninetieth (90th) day after the effective date of such Registration Statement; provided that such restriction shall apply to the Holders Fund only if (i) in connection with such offering, the underwriters require the directors and executive officers of the Company to refrain from selling the Company’s 's securities for a like period and on like terms and (ii) the Fund, at the time of such periodoffering, a “Holdback Period”)Beneficially Owns five percent (5%) or more of the Company's issued and outstanding Common Stock. (b) During the ninety (90) day period commencing on the effective date of a Registration Statement filed by the Company on behalf of Holders the Fund in connection with an Underwritten Offering pursuant to a Demand, the Company shall not effect (except pursuant to registrations on Form S-4 or Form S-8 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto and except pursuant to Section 2(f) hereof) any public sale or distribution of its securitiesCommon Stock or of preferred stock or securities convertible into or exercisable for Common Stock.

Holdback. (a) If (i) at any time after the date hereof, the Company shall file a Registration Statement (other than a registration on Form X-0S-4, Xxxx X-0 Form S-8 or Form S-3 (with respect to dividend reinvestment plans and similar pxxxx xxx xxxxlar plans) or any successor forms thereto) with respect to any shares of its capital stock, and (ii) upon reasonable prior notice the managing underwriter or underwriters (in the case of an Underwritten Offering) advise the Company and the Holders in writing that a sale or distribution of Registrable Securities would adversely impact such offering, then the Holders shall, to the extent not inconsistent with applicable law, refrain from effecting any sale or distribution of Registrable Securities during the period commencing on the effective date of such Registration Statement and continuing until the ninetieth (90th) day after the effective date of such Registration Statement; provided PROVIDED that such restriction shall apply to the Holders only if in connection with such offering, the underwriters require the directors and executive officers of the Company to refrain from selling the Company’s 's securities for a like period and on like terms (such period, a “Holdback Period”"HOLDBACK PERIOD"). (b) During the ninety (90) day period commencing on the effective date of a Registration Statement filed by the Company on behalf of Holders in connection with an Underwritten Offering pursuant to a Demand, the Company shall not effect (except pursuant to registrations on Form S-4 or Form S-8 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto and except pursuant to Section 2(f) hereof) any public sale or distribution of its securities.

Holdback. (a) If (i) at any time after during the date hereofEffective Period, the Company shall file a Registration Statement (other than a registration on Form X-0S-4, Xxxx X-0 Form S-8 or Form S-3 (with respect to dividend reinvestment plans and similar xxx xxxxxxx plans) or any successor forms thereto) with respect to any shares of its capital stock, and (ii) upon reasonable prior notice the managing underwriter or underwriters (in the case of an Underwritten Offering) advise the Company and the Holders Fund in writing that a sale or distribution of Registrable Securities would adversely impact such offering, then the Holders Fund shall, to the extent not inconsistent with applicable law, refrain from effecting any sale or distribution of Registrable Securities Securities, including sales pursuant to Rule 144, during the period commencing on the effective date of such Registration Statement and continuing until the ninetieth (90th) day after the effective date of such Registration Statement; provided that such restriction shall apply to the Holders Fund only if (i) in connection with such offering, the underwriters require the directors and executive officers of the Company to refrain from selling the Company’s 's securities for a like period and on like terms and (ii) the Fund, at the time of such periodoffering, a “Holdback Period”)Beneficially Owns five percent (5%) or more of the Company's issued and outstanding Common Stock. (b) During the ninety (90) day period commencing on the effective date of a Registration Statement filed by the Company on behalf of Holders the Fund in connection with an Underwritten Offering pursuant to a Demand, the Company shall not effect (except pursuant to registrations on Form S-4 or Form S-8 or Form S-3 (with respect to dividend reinvestment plans and similar plans) or any successor forms thereto and except pursuant to Section 2(f) hereof) any public sale or distribution of its securitiesCommon Stock or of preferred stock or securities convertible into or exercisable for Common Stock.