Lock-Up/Leak-Out Agreements. The Company shall have entered into the into Lock-up/Leak out agreements described in paragraph 8.12 below, substantially in the form attached hereto as Exhibit D,
Lock-Up/Leak-Out Agreements. At the Closing, each HMI Shareholder and each MGO Principal and officer and director of MGO shall enter into a Lock-Up/Leak-Out Agreement with Holdings in substantially the form attached as Exhibit B hereto (each, a “Lock-Up/Leak-Out Agreement”).
Lock-Up/Leak-Out Agreements. The obligations in the foregoing Sections 2.4 and 2.5 shall be (i) subject to underwriter approval in connection with a public offering including customary lock-up or leak-out agreements if required by such underwriter.
Lock-Up/Leak-Out Agreements. Each of the Blackridge stockholders who owns more than 100,000 shares of Blackridge capital stock shall enter into a Lock-Up/Leak-Out Agreement with Xxxxx Xxxxx in a form acceptable to Blackridge and Xxxxx Xxxxx providing that such stockholder will not, without the prior consent of Xxxxx Xxxxx, sell any of its shares of Xxxxx Xxxxx capital stock (or the shares received by the stockholder in exchange therefor) in any public trading market during a period not to exceed one year (the "Lock-Up Period") following the Closing Date and that for a period of not to exceed six months thereafter it will limit its sales of Xxxxx Xxxxx capital stock (or the shares received by the stockholder in exchange therefor) in any public trading market to an amount not more than the smallest of the following: (i) 10% of the average daily trading volume of Xxxxx Xxxxx common stock on the OTCQB (or any successor trading market or exchange) for the one week period preceding the date(s) of the proposed sale(s) during any single one-week period; (ii) the average weekly trading volume of Xxxxx Xxxxx Common Stock on the OTCQB (or any successor trading market or exchange) for the four calendar weeks preceding the proposed sale date(s) during any three-month period; (iii) one percent (1%) of the issued and outstanding shares of Xxxxx Xxxxx Common Stock as shown by the most recent report or statement published by Xxxxx Xxxxx during any three month period; and (iv) 1/24 of such stockholder's total holdings during any single calendar month.
Lock-Up/Leak-Out Agreements. (a) In connection with any underwritten Public Offering, each Holder will enter into any customary lock-up, holdback or similar agreements requested by the underwriter(s) managing such offering, in each case with such modifications and exceptions as may be approved by the Investors. Without limiting the generality of the foregoing, each Holder hereby agrees that in connection with any Piggyback Registration that is an underwritten Public Offering, not to: (i) offer, sell, contract to sell, pledge or otherwise dispose of (including sales pursuant to Rule 144), directly or indirectly, any equity securities of the Company (including equity securities of the Company that may be deemed to be beneficially owned by such Holder in accordance with the rules and regulations of the SEC) (collectively, “Shares”), or any securities, options or rights convertible into or exchangeable or exercisable for Shares (collectively, “Other Securities”); (ii) enter into a transaction which would have the same effect as described in clause (i) above; (iii) enter into any swap, hedge or other arrangement that transfers, in whole or in part, any of the economic consequences or ownership of any Shares or Other Securities, whether such transaction is to be settled by delivery of such Shares or Other Securities, in cash or otherwise (each of (i), (ii) and (iii) above, a “Sale Transaction”); or (iv) publicly disclose the intention to enter into any Sale Transaction, commencing on the date on which the Company gives notice to the Holders that a preliminary prospectus has been circulated for such underwritten Public Offering or the ‘pricing’ of such offering and continuing to the date that is 180 days following the date of the final prospectus in the case of any other such underwritten Public Offering (such period, or such shorter period as agreed to by the managing underwriters, a “Leak-Out Period”); provided, however, that (ii) all executive officers and directors of the Company then holding Common Stock of the Company shall enter into similar agreements; and (ii) notwithstanding the foregoing each Holder shall be entitled to sell, dispose, transfer, assign, pledge or hypothecate or enter into any such transaction to such effect, 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) (each a “Disposition”), on any day during the Leak-Out Period (any such date, a “Date o...
Lock-Up/Leak-Out Agreements. The Company Sellers shall have entered into a lockup agreement for the shares of Parent common stock in the form attached hereto as Exhibit A (the “Lock Up Agreement”)
Lock-Up/Leak-Out Agreements. The resale of Parent Stock by the Seller shall be bound by the terms and conditions of the Lock-Up/Leak-Out Agreement, in the form attached hereto as Exhibit 2.8(iii) (the "Lock-Up Agreement"). The Lock-Up Agreement shall provide, among other things, that no shares may be sold for the first six (6) months from the Closing Date. In the event sales may be permitted pursuant to Rule 144 under the Securities Act, then the Sellers may sell one-thirtieth (1/30) of the Seller's Parent Stock commencing six (6) months from the Closing Date on a cumulative basis and all (100%) of the Parent Stock commencing three (3) years from the Closing Date. Any sales by Seller shall be in compliance with the terms and conditions of Rule 144 under the Securities Act, unless previously registered with the Securities and Exchange Commission under a then-effective registration statement. In the event that any shares of Parent Stock held by designees of Seller revert back to Seller, the sale of such shares shall be subject to the terms and conditions of the Lock-Up Agreement and aggregated with any sales by Seller. Any sales of Parent Stock in violation of the Lock-Up Agreement by Seller shall constitute an event of default under the Lock-Up Agreement and all proceeds in excess of the Merger Consideration from the sale of all Parent Stock by Seller, regardless of whether such proceeds derive from sales made prior to, concurrent with or subsequent to such event of default, shall be paid to the Buyer. The Buyer reserves the right to waive the lock-up limitations and/or resale limitations set forth in the Lock-Up Agreement, in whole or in part.
Lock-Up/Leak-Out Agreements. Prior to Closing, ATD’s General Manage agrees to coordinate with each ATD post-Closing member shall have executed and will be subject to a Lock-up/Leak-out agreement as set forth below:
Lock-Up/Leak-Out Agreements. Certain pre-Merger shareholders of SciVac and the Company mutually agreed upon by SciVac and the Company shall have executed lock-up/leak-out agreements, in form and substance reasonably acceptable to the Company and SciVac, and subject to any other terms or conditions that an underwriter or placement agent in the Capital Raising Transaction may require, restricting such shareholders’ respective sales, transfers or other dispositions of SciVac Common Shares during the period from the date of this Agreement until the earlier of (i) one hundred and eighty 180 days following the Effective Time and (ii) termination of this Agreement in accordance with its terms.
