Lock-Up of Shares. The Company agrees to obtain a two year lock up on the 130,000 shares of Common Stock held by Doug Xxxxxxxx xxx received by Mr. Xxxxxxxx xx relation to his sale of property to the Company. The lock up agreement shall prevent Mr. Xxxxxxxx xxxm selling any of the 130,000 shares of Common Stock for a period of two years and after the two year period Mr. Xxxxxxxx xxxll be permitted to sell only 25,000 shares of Common Stock during any 90 day period. The terms and conditions of the agreement to prevent the sale of Mr. Xxxxxxxx xxxres of Common Stock shall be subject to the approval of BH. Mr. Xxxxxxxx, xxbject to the terms and conditions of the above "lock up," shall be given the same "piggy back" registration rights of BH set forth in section 5.03 hereof; provided that, during all periods where Mr. Xxxxxxxx xxxld be subject to the above "lock up," the Company will not be obligated to include Mr. Xxxxxxxx xx a selling shareholder in any registration statement the company files in that Mr. Xxxxxxxx xxxld not be able to sell the shares of Common Stock registered in such registration statement due to the "lock up." This covenant shall survive the closing of this Agreement. (The rest of this page intentionally left blank.)
Lock-Up of Shares. The Purchaser hereby agrees that it will not, directly or indirectly, (i) sell, offer, contract to sell, make any short sale, pledge, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any of the Shares or the Warrant Shares (or, if applicable, the shares of Common Stock issuable upon conversion of the Nonvoting Preferred Stock) (collectively, the "Subject Shares") or (ii) enter into any swap or other agreement that transfers, in whole or in part, any of the economic consequences or ownership of any of the Subject Shares, whether any such transaction described in clause (i) or (ii) above is to be settled by delivery of Common Stock or other securities, in cash or otherwise (collectively, "Transfer"); provided, that, the Purchaser may Transfer Subject Shares in the amounts specified in the Lock-Up Schedule below at a price equal to or greater than the price specified in the Lock-Up Schedule and provided, further, that, the Purchaser may, in any event, Transfer up to 50% of the Subject Shares in any 12-month period following the 28-month anniversary of the Closing Date. LOCK-UP SCHEDULE NUMBER OF SHARES MINIMUM TIME PERIOD THAT CAN BE SOLD SALES PRICE ----------- ---------------- ----------- After 1st Anniversary 1,000,000 of Closing Date Subject Shares 20.00 USD
Lock-Up of Shares. (A) First Jet and KGE Group each agree that, until all liabilities due to the Creditors have been paid in full, they shall at all times maintain ownership of a number of shares of common stock that is equal to at least 20% and 15%, respectively, of the shares outstanding immediately after the closing of the Proposed Issuance (the “Company Lock-Up Shares”) and they shall not offer, sell, contract to sell, pledge, grant any option to purchase, make any short sale or otherwise dispose of or encumber the Company Lock-Up Shares. Mr. Xxx Xxxx and Xx. Xxx Xxx each agree that, until all liabilities due to the Creditors have been paid in full, they shall at all times maintain beneficial ownership, as defined by the rules and regulations of the SEC, of a number of shares of common stock of the Company that is equal to at least 20% and 15%, respectively of the shares then outstanding (the “Individual Lock-Up Shares”) and that they shall not offer, sell, contract to sell, pledge, grant any option to purchase, make any short sale or otherwise dispose of or encumber any of the Individual Lock-Up Shares.
Lock-Up of Shares. Contemporaneous with the execution of this Modification Agreement, each Purchaser shall execute a Lock-Up Letter in the form attached hereto as Exhibit "B" and deliver the original executed document to eAutoclaims as soon as possible, but no later than five (5) business days prior to the effective date of the Registration Statement. Each Purchaser hereby consents to such amendments to (i) the Certificate of Designations, Rights, Preferences and Limitations of Series A Convertible Preferred Stock (the "Certificate of Designations") and (ii) the Registration Rights Agreement as described in Sections 4 and 5 below.
Lock-Up of Shares. 4.1 Shah agrees to lock up all common stock of Bitzio owned, held or controlled in any way, either directly or indirectly by Shah, Dvaraka or any affiliate of Shah or Dvaraka (the “Shares”) pursuant to the following terms:
Lock-Up of Shares. Prior to the Listing, neither the Controlling Stockholders nor the Investors will be permitted to sell, assign, encumber, hypothecate, pledge, convey in trust, give, transfer by bequest, devise or descent, or otherwise transfer or dispose of any shares of Common Stock, whether voluntarily or by operation of law, directly or indirectly, without the prior written consent of the Investor Representative.
Lock-Up of Shares. The Holders agree that they will not, without ------------------- the prior written consent of the Company, seek the sale of any of the Registered Shares of common stock underlying the SB-2 Registration prior to the complete sale of all 1,000,000 shares of Tel-One registered by the Company (the "Lock-Up Period").
Lock-Up of Shares. Notwithstanding Section 3.2, no Shareholder may voluntarily Transfer his Shares for a period of sixteen (16) months from the date hereof.
Lock-Up of Shares. Seller and Stockholder agree that so long as ----------------- either the Seller or the Stockholder is the beneficial owner of any Shares acquired pursuant to this Agreement, the Seller and Stockholder will agree on one or more occasions, if requested by the Buyer, not to sell, dispose of or otherwise transfer any of the Shares for a period not to exceed 180 days in connection with an underwritten offering of the Buyer's securities.
Lock-Up of Shares. XxXxxxx and Xxxxxx-Xxxxxx acknowledge that Insynq ----------------- II has obtained financing and continues to seek financing, which financing is material and necessary to the continued operations of Insynq II. XxXxxxx and Xxxxxx-Xxxxxx further acknowledge that such sources have and may, as a condition to their investment in Insynq II, demand that certain of Insynq's shareholders, including XxXxxxx and Xxxxxx-Xxxxxx, agree to not sell, pledge or grant rights in or to any of the shares held by them for a certain length of period (a "lock up agreement"). In consideration of the indirect benefits that will be realized as a holder of the Company's equity securities from the financings Insynq may obtain, XxXxxxx and Xxxxxx-Xxxxxx agree that neither will, until the expiration of 180 "trading days" from the effective date of Insynq II's next registration statement filed with the SEC (excluding registration statements on Form X-0, Xxxx X-0 or any other registration for employee stock issuance), directly or indirectly (i) offer to sell, sell or contract to sell otherwise sell, dispose of, loan, pledge or grant any rights with respect to any Common Stock, or (ii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Stock, whether any such swap or transaction is to be settled by delivery of Common Stock or other securities, in cash or otherwise. A "trading day" as used herein shall mean those days when the U.S. securities markets are open and trading. If another investor or potential investor requires in the future a lockup agreement with restrictions greater than those stated, above, including, without limitation, a lockup for a length of time greater than 180 "trading days" from the effective date of Insynq II's next registration statement filed with the SEC (excluding registration statements on Form X-0, Xxxx X-0 or any other registration for employee stock issuance), XxXxxxx and Xxxxxx-Xxxxxx agree to negotiate with Insynq II in good faith with respect to such greater restrictions, XxXxxxx and Xxxxxx-Xxxxxx having been advised that such financing is very important to the continued existence of Insynq II.
