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 ninety (90) days after the 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, or otherwise transfer or dispose of, directly or indirectly, or file with the Commission a registration statement under the Act to register, any shares of common stock warrants, or any securities convertible into or exercisable or exchangeable for common stock 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 shares of common stock, or warrants, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of common stock, 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 shares of common stock issued pursuant to a trading plan established prior to March 23, 2017 pursuant to Rule 10b5-1 of the Exchange Act, (C) the issuance of Common Stock upon the exercise of warrants as disclosed as outstanding in the Registration Statement, the General Disclosure Package or the Prospectus, and (D) the issuance of (a) shares of Common Stock or options to employees, officers, consultants or directors of the Company pursuant to any stock or option plan duly adopted by a majority of the non-employee members of the Board of Directors of the Company or a majority of the members of a committee of non-employee directors established for such purpose for services rendered to the Company. The Company has caused each of its officers and directors to enter into agreements with the Representative in the form set forth in Exhibit B.

Lock-Up Agreements of Company, Management and Affiliates. The Company shall not, for a period of ninety (90) days after the 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, or otherwise transfer or dispose of, directly or indirectly, or file with the Commission a registration statement under the Act to register, any shares of common stock warrants, or any securities convertible into or exercisable or exchangeable for common stock 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 shares of common stock, or warrants, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of common stock, 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. ; provided, that, the Lock-Up Period shall be for a period of sixty (60) days after the date of Prospectus for any securities issued pursuant to that certain Controlled Equity Offering Sales Agreement, dated April 18, 2013, by and between the Company and Cantor Xxxxxxxxxx & Co. The foregoing sentence shall not apply to (A) the Securities to be sold hereunder, (B) any shares of common stock issued pursuant to a trading plan established prior to March 23, 2017 pursuant to Rule 10b5-1 of the Exchange Act, and (C) the issuance of Common Stock upon the exercise of warrants as disclosed as outstanding in the Registration Statement, the General Disclosure Package or the Prospectus, and (D) the issuance of (a) shares of Common Stock or options to employees, officers, consultants or directors of the Company pursuant to any stock or option plan duly adopted by a majority of the non-employee members of the Board of Directors of the Company or a majority of the members of a committee of non-employee directors established for such purpose for services rendered to the Company. The Company has caused each of its officers and directors to enter into agreements with the Representative in the form set forth in Exhibit B.

Lock-Up Agreements of Company, Management and Affiliates. The Company shall not, for a period of ninety (90) days after the 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, or otherwise transfer or dispose of, directly or indirectly, or file with the Commission a registration statement under the Act to register, any shares of common stock warrants, or any securities convertible into or exercisable or exchangeable for common stock 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 shares of common stock, or warrants, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of common stock, 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. ; provided, that, the Lock-Up Period shall be for a period of thirty (30) days after the date of Prospectus for any securities issued pursuant to that certain Controlled Equity Offering Sales Agreement, dated April 18, 2013, by and between the Company and Cantor Xxxxxxxxxx & Co. The foregoing sentence shall not apply to (A) the Securities to be sold hereunder, (B) any shares of common stock issued pursuant to a trading plan established prior to March 23, 2017 pursuant to Rule 10b5-1 of the Exchange Act, and (C) the issuance of Common Stock upon the exercise of warrants as disclosed as outstanding in the Registration Statement, the General Disclosure Package or the Prospectus, and (D) the issuance of (a) shares of Common Stock or options to employees, officers, consultants or directors of the Company pursuant to any stock or option plan duly adopted by a majority of the non-employee members of the Board of Directors of the Company or a majority of the members of a committee of non-employee directors established for such purpose for services rendered to the Company. The Company has caused each of its officers and directors to enter into agreements with the Representative in the form set forth in Exhibit B.

Lock-Up Agreements of Company, Management and Affiliates. The Company shall not, for a period of ninety sixty (9060) days after the 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, or otherwise transfer or dispose of, directly or indirectly, or file with the Commission a registration statement under the Act to register, any shares of common stock warrants, or any securities convertible into or exercisable or exchangeable for common stock 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 shares of common stock, or warrants, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of common stock, 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) the Shares to be sold in connection with the Concurrent Private Placement, (C) any shares of common stock issued pursuant to a trading plan established prior to March 23June 30, 2017 2020 pursuant to Rule 10b5-1 of the Exchange Act, and (CD) the issuance of Common Stock upon the exercise of warrants as disclosed as outstanding in the Registration Statement, the General Disclosure Package or the Prospectus, and (D) provided that such warrants have not been amended since the issuance date of (a) this Agreement to increase the number of such warrants or warrant shares or to decrease the exercise price of Common Stock such warrants or options to employees, officers, consultants or directors extend the term of the Company pursuant to any stock or option plan duly adopted by a majority of the non-employee members of the Board of Directors of the Company or a majority of the members of a committee of non-employee directors established for such purpose for services rendered to the Companywarrants. The Company has caused each of its officers and directors of the Company to enter into agreements with the Representative in the form set forth in Exhibit B.A.

Lock-Up Agreements of Company, Management and Affiliates. The Company shall not, for a period of ninety (90) 180 days after the Closing Date date of the Prospectus (the “Lock-Up Period”), without the prior written consent of Maxim the Representatives (which consent may be withheld in its their 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 shares of common stock warrants, Common Stock or any securities convertible into or exercisable or exchangeable for common stock Common Stock 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 shares of common stock, or warrantsCommon Stock, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of common stock, warrants Common Stock 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 (Ai) the Securities Shares to be sold hereunder, (B) any shares of common stock issued pursuant to a trading plan established prior to March 23, 2017 pursuant to Rule 10b5-1 of the Exchange Act, (Cii) the issuance of shares of Common Stock upon stock or securities convertible into, exchangeable for or that represent the exercise right to receive shares of warrants as disclosed as outstanding Common Stock, in each case pursuant to the Company’s stock plan that is described in the Registration StatementStatement and Prospectus, (iii) the General Disclosure Package filing of any registration statement on Form S-8 relating to securities granted or to be granted pursuant to the Prospectusforegoing, and (Div) the issuance of shares of Common stock or securities convertible into, exchangeable for or that represent the right to receive shares of Common Stock, in each case in connection with the acquisition by the Company or any Company subsidiary of the securities business property or other assets of an entity; provided that, in the case of (aiv) above, the aggregate number of shares of Common Stock that the Company may sell or options issue or agree to employees, officers, consultants sell or directors issue pursuant to (iv) above may not exceed 50% of the Company pursuant to any stock or option plan duly adopted by a majority total number of shares of Common Stock outstanding immediately following the completion of the non-employee members of the Board of Directors of the Company or a majority of the members of a committee of non-employee directors established for such purpose for services rendered to the Companytransactions contemplated by this Agreement. The Company has caused shall cause each of its officers officers, directors and directors certain beneficial owners of its capital stock (including stockholders, option holders and other equityholders) designated on Schedule VI to enter into agreements with the Representative Representatives in the form set forth in Exhibit B.A.