Leak-Out Agreement. In connection with this Agreement and the consummation of the Transaction contemplated hereby, the Company and each Seller agree to enter into a Leak-Out Agreement, a copy of which is attached hereto as Exhibit B, effective as of the Closing.
Leak-Out Agreement. During the period commencing on the Closing Date and ending on the date the Investor no longer beneficially owns any shares of Common Stock issuable upon conversion of the Convertible Note (the “Securities”) in accordance with the terms thereof, the Investor shall not sell, on any given Trading Day, more than the greater of (i) $10,000 of Common Stock (subject to adjustment for any stock splits or combinations, stock dividends, recapitalizations or similar event after the date hereof) or (ii) 10% of the daily average composite trading volume of the Company’s common stock as reported by Bloomberg, LP (subject to adjustment for any stock splits or combinations, stock dividends, recapitalizations or similar event after the date hereof) for such Trading Day.
Leak-Out Agreement. A leak-out agreement, duly executed by the Seller and the Buyer, a form of which is attached hereto as Exhibit E and incorporated by reference herein (the “Leak-Out Agreement”).
Leak-Out Agreement. Commencing on the date hereof, in any single Calendar month, Cornell shall not sell an aggregate number of shares of Common Stock in excess of the Share Limitation amount unless waived in writing by the Company. The “
Leak-Out Agreement. In connection with this Agreement and the consummation of the Transaction contemplated hereby, the Parties agree to enter into a Leak-Out Agreement, a copy of which is attached hereto as Exhibit B, effective as of the Closing.
Leak-Out Agreement a. The Holder agrees with the Company that from the Effective Time through 4:00 p.m. ET on January 27, 2020, neither the Holder, nor any affiliate of such Holder which (x) had or has knowledge of the transactions contemplated by the Securities Purchase Agreement and/or the Warrants, (y) has or shares discretion relating to such Holder’s investments or trading or information concerning such Holder’s investments, including in respect of the Warrant Shares, or (z) is subject to such Holder’s review or input concerning such affiliate’s investments or trading (together, the “Holder’s Trading Affiliates”), collectively, shall sell, dispose or otherwise transfer, directly or indirectly, (including, without limitation, any sales, short sales, swaps or any derivative transactions that would be equivalent to any sales or short positions) on any Trading Day (any such date, a “Date of Determination”), shares of Common Stock of the Company, Warrant Shares or shares of common stock of the Company underlying any other Convertible Securities, held by the Holder on the effective date of this Amendment (collectively, the “Restricted Securities”), in an amount representing more than [ ]%(2) (the “Restriction Percentage”) of the composite trading volume of Common Stock as reported by Bloomberg, LP on each applicable Date of Determination; provided, that the foregoing restriction shall not apply to any actual “long” (as defined in Regulation SHO of the 0000 Xxx) sales by the Holder or any of the Holder’s Trading Affiliates at a price greater than $3.00 (in each case, as adjusted for stock splits, stock dividends, stock combinations, recapitalizations or other similar events occurring after the date hereof); provided, further, the foregoing restriction shall not apply to any actual “long” sales of shares of Common Stock purchased in open market transactions by the Holder or any of the Holder’s Trading Affiliates. Notwithstanding anything to the contrary contained in this Section 5(a), from 4:00:01 p.m. ET on November 19, 2019 through 4:00 p.m. ET on January 27, 2020, the Restriction Percentage shall be [ ]%(3) instead of [ ]%(4).
Leak-Out Agreement. Contemporaneously with the execution of this Agreement, the form of Leak-Out Agreement attached hereto as Exhibit C shall be executed by the Pre-Merger PLKD Shareholders named therein.
Leak-Out Agreement. Effective as of the date hereof, the parties agree that the Leak-Out Agreement shall be amended such that the reference to the date “August 2, 2019” in the first sentence of the third paragraph of the Leak-Out Agreement shall hereby be deleted in its entirety and the following date substituted in lieu thereof: “August 15, 2019”.] 2 1 To be included where applicable 2 To be included where applicable
Leak-Out Agreement. As a precondition to the effectiveness of this Agreement, Company shall obtain a separate, valid and binding “Leak Out Agreement” with Company shareholders Xxxxx Xxxxx and Xxxxx Xxxxxx, owners of 1.5 million shares and 2.0 million shares, respectively (the “Leak Out Shareholders”). The Leak Out Agreement shall state that, for the next 24 months (the “Period”), the Leak Out Shareholders will not directly or indirectly, offer for sale, sell, assign, pledge, issue, distribute, grant any option or enter into any contract for sale of or otherwise dispose of any Company Common Stock, except (1) with prior written Company approval, or (2) pursuant to the terms of the Leak Out Agreement (“The Leak Out Terms”). The Leak Out Terms shall state that (1) the Leak Out Shareholders may not sell more than 5% of Leak Out Shareholders’ total respective shares, in any given week during the Period, and (2) the Company shall be entitled to 25% of the proceeds from any sale made during the Period. Company shall immediately pay all proceeds it receives under the Leak Out Agreement to Consultant. Company agrees that it shall not give its approval for any sale without the prior written approval of Consultant. Company shall provide Consultant with a monthly report of all sales of its shares. The final Leak Out Agreement shall be subject to prior approval by Consultant.
