Common use of Lock-Up Agreements of Company, Management and Affiliates Clause in Contracts

Lock-Up Agreements of Company, Management and Affiliates. The Company shall not, for a period of 180 days after the date of the Prospectus (the “Lock-Up Period”), without the prior written consent of Maxim (which consent may be withheld in its sole discretion), (1) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, or file with the Commission a registration statement under the Act to register, any Ordinary Shares, ADSs, Warrants, or any securities convertible into or exercisable or exchangeable for Ordinary Shares or ADSs or (2) enter into any swap or other derivatives transaction that transfers to another, in whole or in part, directly or indirectly, any of the economic benefits or risks of ownership of such Ordinary Shares, ADSs, or Warrants, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Ordinary Shares, ADSs, Warrants or other securities, in cash or otherwise, or publicly disclose the intention to enter into any transaction described in clause (1) or (2) above. The foregoing sentence shall not apply to (A) the Securities to be sold hereunder, (B) any Ordinary Shares issued by the Company upon the exercise of an option or warrant or the conversion of a security outstanding on the date hereof and referred to in the Registration Statement, General Disclosure Package and the Prospectus, and (C) any Ordinary Shares issued or options to purchase Ordinary Shares granted (i) in the ordinary course up to a maximum of 1% of the Ordinary Shares outstanding as of June 30, 2015, (ii) pursuant to existing options, employee share purchase plans or employee benefit plans of the Company referred to in the Registration Statement, General Disclosure Package and the Prospectus or (iii) pursuant to any employee or director share option plan approved in the future by the Company’s shareholders. The Company has caused each of its officers and directors to enter into agreements with the Underwriter in the form set forth in Exhibit A.

Appears in 2 contracts

Samples: Underwriting Agreement (Benitec Biopharma LTD/ADR), Underwriting Agreement (Benitec Biopharma LTD/ADR)

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Lock-Up Agreements of Company, Management and Affiliates. The Company shall not, for a period of 180 days after the date of the Prospectus Closing Date (the “Lock-Up Period”), without the prior written consent of Maxim (which consent may be withheld in its sole discretion), (1) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, lend or otherwise transfer or dispose of, directly or indirectly, or file with the Commission a registration statement under the Act to register, any Ordinary Sharesshares of capital stock of the Company, ADSs, Warrants, warrants or any securities convertible into or exercisable or exchangeable for Ordinary Shares or ADSs shares of capital stock of the Company or (2) enter into any swap or other derivatives transaction that transfers to another, in whole or in part, directly or indirectly, any of the economic benefits or risks of ownership of such Ordinary Shares, ADSs, or Warrants, shares of capital stock of the Company whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Ordinary Shares, ADSs, Warrants shares of capital stock of the Company or other securities, in cash or otherwise, or publicly disclose the intention to enter into any transaction described in clause (1) or (2) above. The foregoing sentence shall not apply to (A) the Offered Securities to be sold hereunder, (B) any Ordinary Shares issued by pursuant to a trading plan established prior to July 1, 2021 pursuant to Rule 10b5-1 of the Company Exchange Act, (C) the issuance of Shares upon the exercise of an option or warrant or the conversion of a security outstanding options, warrants or other convertible securities outstanding, and as in effect, on the date hereof and referred to in the Registration Statement, General Disclosure Package and the Prospectus, of this Agreement and (CD) any Ordinary Shares issued Shares, dividend equivalent rights or other equity based awards issued, or options to purchase Ordinary Shares granted (i) in the ordinary course up to a maximum of 1% of the Ordinary Shares outstanding as of June 30granted, 2015, (ii) pursuant to existing options, employee share purchase plans or employee benefit plans of the Company referred to in the Registration Statement, the General Disclosure Package and or the Prospectus or (iii) pursuant including the filing of a registration statement on Form S-8 relating to any such existing employee or director share option plan approved benefit plans of the Company referred to in the future by Registration Statement, the Company’s shareholdersGeneral Disclosure Package or the Prospectus). The Company has caused each of its directors, officers and directors any other holder(s) of one half percent (0.5%) or more of the outstanding Shares as of the effective date of the Registration Statement (and all holders of securities exercisable for or convertible into Shares) to enter into agreements with the Underwriter Representative in the form set forth in Exhibit A.B.

Appears in 2 contracts

Samples: Underwriting Agreement (Nexalin Technology, Inc.), Underwriting Agreement (Nexalin Technology, Inc.)

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Lock-Up Agreements of Company, Management and Affiliates. The Company shall not, for a period of 180 days after the date of the Prospectus (the “Lock-Up Period”), without the prior written consent of Maxim BMOCM (which consent may be withheld in its sole discretion), (1) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, or file with the Commission a registration statement under the Act to register, any Ordinary Shares, ADSs, Warrants, ADSs or any securities convertible into or exercisable or exchangeable for Ordinary Shares or ADSs or (2) enter into any swap or other derivatives transaction that transfers to another, in whole or in part, directly or indirectly, any of the economic benefits or risks of ownership of such Ordinary Shares, Shares or ADSs, or Warrants, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Ordinary Shares, ADSs, Warrants ADSs or other securities, in cash or otherwise, or publicly disclose the intention to enter into any transaction described in clause (1) or (2) above. The foregoing sentence shall not apply to (A) the Securities Shares represented by the Offered ADSs to be sold hereunder, (B) any Ordinary Shares issued by the Company upon the exercise of an option or warrant or the conversion of a security outstanding on the date hereof and referred to in the Registration Statement, General Disclosure Package and the Prospectus, and (C) any Ordinary Shares issued or options to purchase Ordinary Shares granted (i) in the ordinary course up to a maximum of 1% of the Ordinary Shares outstanding as of June 30, 2015, (ii) pursuant to existing options, employee share purchase plans or employee benefit plans of the Company referred to in the Registration Statement, General Disclosure Package and the Prospectus or (iii) pursuant to any employee or director share option plan approved in the future by the Company’s shareholders. The Company has caused each of its officers and directors to enter into agreements with the Underwriter Representative in the form set forth in Exhibit A.

Appears in 1 contract

Samples: Underwriting Agreement (Benitec Biopharma LTD/ADR)

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