Common use of Lock-Up Provision Clause in Contracts

Lock-Up Provision. Employee hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”), Employee shall not effect any public sale or distribution of Common Stock or of any securities convertible into or exchangeable or exercisable for Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under the Securities Act, during the period beginning 14 days prior to the expected date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that if (i) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s), Employee agrees to execute an agreement to the foregoing effect with the underwriter(s) for such public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably requested by such managing underwriter(s) to take into consideration then existing rules of an applicable securities exchange regarding research analyst publications). The limitations contained in this Section 6 shall not apply to any shares registered in such public offering under the Securities Act.

Lock-Up Provision. The Employee hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, pursuant to an effective registration statement filed under the Securities Act (whether before or after the lapse of 1933, as amended (the “Securities Act”Forfeiture Restrictions with respect to any of the Restricted Shares), the Employee shall not effect any public sale or distribution of Common Stock or of any securities convertible into or exchangeable or exercisable for Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under the Securities Act, during the period beginning 14 days prior to the expected date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that if (i) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s), the Employee agrees to execute an agreement to the foregoing effect with the underwriter(s) for such public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably requested by such managing underwriter(s) to take into consideration then existing rules of an applicable securities exchange regarding research analyst publications). The limitations contained in this Section 6 3(g) shall not apply to any shares registered in such public offering under the Securities Act.

Lock-Up Provision. Employee hereby agrees Without the prior written consent of the Company, including the directors of the Company that are not “interested persons” of the Company as defined in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, pursuant to an effective registration statement filed under the Securities Investment Company Act of 19331940, as amended (the “Securities Act”)i) each Holder, Employee shall not effect any public sale or distribution of Common Stock or of any securities convertible into or exchangeable or exercisable for Common Stock or hedging transactions relating to Common Stockother than Great Elm Capital Group, including a sale pursuant to Rule 144 under the Securities ActInc., will refrain, during the period beginning 14 days prior to commencing on the expected date of “pricing” of such public offering this Agreement and continuing for a period not to exceed ending on the date that is 180 days after the date of this Agreement and (ii) Great Elm Capital Group, Inc. will refrain, during the final prospectus period commencing on the date of this Agreement and ending on the date that is on the one year anniversary of the date of this Agreement (or prospectus supplement if the offering is made pursuant to each, a “shelf” registration statement) as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, howeverfrom: (a) offering, pledging, selling, contracting to sell, selling any option or contract to purchase, purchasing any option or contract to sell, granting any option, right or warrant for the sale of, lending or otherwise disposing of or transferring, directly or indirectly, any Registrable Securities, or (b) entering into any swap or other arrangement that if (i) during the last 17 days transfers to another, in whole or in part, directly or indirectly, any of the initial Lock-Up Periodeconomic consequences of ownership of Registrable Securities, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Registrable Securities or other securities, in cash or otherwise. (c) Notwithstanding the foregoing, subject to applicable securities laws and the restrictions contained in the Company’s organizational documents, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results Holders may transfer any Registrable Securities during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will as follows: (A) as a bona fide gift or gifts, provided that the donee or donees thereof agree to be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, bound in writing, such extension. If and to the extent requested writing by the managing underwriter(s), Employee agrees to execute an agreement to the foregoing effect with the underwriter(s) for such public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably requested by such managing underwriter(s) to take into consideration then existing rules of an applicable securities exchange regarding research analyst publications). The limitations contained restrictions set forth in this Section 6 shall not apply 2.13; (B) to any shares registered trust for the direct or indirect benefit of the undersigned or the immediate family of the undersigned, provided that the trustee of the trust agrees to be bound in writing by the restrictions set forth in this Section 2.13; (C) as a distribution to stockholders, partners, members or affiliates of the assigning Holder, provided that such public offering under stockholders, partners, members or affiliates agree to be bound in writing by the Securities Actrestrictions set forth in this Section 2.13; or (D) as collateral for any loan, provided that the lender agrees in writing to be bound by the restrictions set forth in this Section 2.13. For purposes of this Agreement, “immediate family” shall mean any relationship by blood, marriage or adoption, not more remote than first cousin.

Lock-Up Provision. Employee Director hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”), Employee Director shall not effect any public sale or distribution of Common Stock or of any securities convertible into or exchangeable or exercisable for Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under the Securities Act, during the period beginning 14 days prior to the expected date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that if (i) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s), Employee Director agrees to execute an agreement to the foregoing effect with the underwriter(s) for such public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably requested by such managing underwriter(s) to take into consideration then existing rules of an applicable securities exchange regarding research analyst publications). The limitations contained in this Section 6 shall not apply to any shares registered in such public offering under the Securities Act.

Lock-Up Provision. Employee hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”), Employee shall not effect any public sale or distribution of Common Stock or of any securities convertible into or exchangeable or exercisable for Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under the Securities Act, during the period beginning 14 days prior to the expected date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that if (i) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until through the expiration of the 18-18th day period beginning on after the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s), Employee agrees to execute an agreement to the foregoing effect with the underwriter(s) for such public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably requested by such managing underwriter(s) to take into consideration then existing rules of an applicable securities exchange regarding research analyst publications). The limitations contained in this Section 6 shall not apply to any shares registered in such public offering under the Securities Act.

Lock-Up Provision. Employee hereby agrees Without the prior written consent of the Company, including the directors of the Company that are not “interested persons” of the Company as defined in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, pursuant to an effective registration statement filed under the Securities Investment Company Act of 19331940, as amended (the “Securities Act”)i) each Holder, Employee shall not effect any public sale or distribution of Common Stock or of any securities convertible into or exchangeable or exercisable for Common Stock or hedging transactions relating to Common Stockother than Great Elm Capital Group, including a sale pursuant to Rule 144 under the Securities ActInc., will refrain, during the period beginning 14 days prior to commencing on the expected date of “pricing” of such public offering this Agreement and continuing for a period not to exceed ending on the date that is 180 days after the date of this Agreement and (ii) Great Elm Capital Group, Inc. will refrain, during the final prospectus period commencing on the date of this Agreement and ending on the date that is on the one year anniversary of the date of this Agreement (or prospectus supplement if the offering is made pursuant to each, a “shelf” registration statement) as may be established by the underwriter(s) for such public offering (the ““ Lock-Up PeriodPeriod ”); provided, howeverfrom: (a) offering, pledging, selling, contracting to sell, selling any option or contract to purchase, purchasing any option or contract to sell, granting any option, right or warrant for the sale of, lending or otherwise disposing of or transferring, directly or indirectly, any Registrable Securities, or (b) entering into any swap or other arrangement that if (i) during the last 17 days transfers to another, in whole or in part, directly or indirectly, any of the initial Lock-Up Periodeconomic consequences of ownership of Registrable Securities, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Registrable Securities or other securities, in cash or otherwise. (c) Notwithstanding the foregoing, subject to applicable securities laws and the restrictions contained in the Company’s organizational documents, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results Holders may transfer any Registrable Securities during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will as follows: (A) as a bona fide gift or gifts, provided that the donee or donees thereof agree to be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, bound in writing, such extension. If and to the extent requested writing by the managing underwriter(s), Employee agrees to execute an agreement to the foregoing effect with the underwriter(s) for such public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably requested by such managing underwriter(s) to take into consideration then existing rules of an applicable securities exchange regarding research analyst publications). The limitations contained restrictions set forth in this Section 6 shall not apply 2.13 ; (B) to any shares registered trust for the direct or indirect benefit of the undersigned or the immediate family of the undersigned, provided that the trustee of the trust agrees to be bound in writing by the restrictions set forth in this Section 2.13 ; (C) as a distribution to stockholders, partners, members or affiliates of the assigning Holder, provided that such public offering under stockholders, partners, members or affiliates agree to be bound in writing by the Securities Actrestrictions set forth in this Section 2.13 ; or (D) as collateral for any loan, provided that the lender agrees in writing to be bound by the restrictions set forth in this Section 2.13 . For purposes of this Agreement, “immediate family” shall mean any relationship by blood, marriage or adoption, not more remote than first cousin.

Lock-Up Provision. Employee For so long as Director serves on the Board of Directors or as an executive officer of the Company, Director hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, made by the Company pursuant to an effective registration statement filed under the Securities Act (whether before or after the lapse of 1933, as amended (the “Securities Act”Forfeiture Restrictions with respect to the Restricted Shares), Employee Director shall not effect offer, sell, contract to sell, pledge, hypothecate, grant any public option to purchase or make any short sale of, or distribution otherwise dispose of any shares of Common Stock or of any securities convertible into or exchangeable or exercisable for rights to acquire Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under for such period of time from and after the Securities Act, during the period beginning 14 days prior to the expected effective date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) statement as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that such period of time shall not exceed 180 days from the effective date of the registration statement to be filed in connection with such public offering; provided further, however, that if (i) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s)Furthermore, Employee Director hereby agrees to execute an enter into a lock-up agreement to the foregoing effect with the underwriter(s) for of any such underwritten public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably if requested by such managing underwriter(s) to take into consideration then existing rules ); provided, however, that the terms of an applicable securities exchange regarding research analyst publicationssuch lock-up agreement must be substantially the same as those executed by the Company’s officers and directors and other stockholders in connection with such underwritten public offering and the period of time covered by such lock-up agreement shall not exceed that set forth in this Section 2(h). The limitations contained in this Section 6 2(h) shall not apply to any shares registered in such public offering under the Securities Act. Director shall be subject to this Section 2(h) provided and only if the officers and directors of the Company generally are subject to similar arrangements.

Lock-Up Provision. Employee hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, made by the Company pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”) (whether before or after the lapse of the Forfeiture Restrictions with respect to any of the Restricted Shares), Employee shall not effect offer, sell, contract to sell, pledge, hypothecate, grant any public option to purchase or make any short sale of, or distribution otherwise dispose of any shares of Common Stock or of any securities convertible into or exchangeable or exercisable for rights to acquire Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under for such period of time from and after the Securities Act, during the period beginning 14 days prior to the expected effective date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) statement as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that such period of time shall not exceed 180 days from the effective date of the registration statement to be filed in connection with such public offering; provided further, however, that if (ia) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (iib) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s)Furthermore, Employee hereby agrees to execute an enter into a lock-up agreement to the foregoing effect with the underwriter(s) for of any such underwritten public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably if requested by such managing underwriter(s) to take into consideration then existing rules ); provided, however, that the terms of an applicable securities exchange regarding research analyst publications)such lock-up agreement must be substantially the same as those executed by the Company’s officers and directors and other stockholders in connection with such underwritten public offering and the period of time covered by such lock-up agreement shall not exceed that set forth in this Section 5. The limitations contained in this Section 6 5 shall not apply to any shares registered in such public offering under the Securities Act. Employee shall be subject to this Section provided and only if the officers and directors of the Company are also subject to similar arrangements.

Lock-Up Provision. Employee hereby Each of the Stockholders agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, pursuant not to an effective registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”), Employee shall not effect any public sale sale, distribution or distribution of Common Stock short sale, or of grant any securities convertible option for the purchase of, or enter into any hedging or exchangeable similar transaction with the same economic effect as a sale, or exercisable for Common Stock otherwise transfer or hedging transactions relating to Common Stock, dispose (including a sale sales pursuant to Rule 144 under the Securities Act) of, any Registrable Securities during the one-year period beginning 14 days prior to the expected date of “pricing” of such public offering and continuing for a period not to exceed 180 days after on the date of the final prospectus (relating to the IPO by the Company of its securities, unless the underwriter or prospectus supplement if underwriters managing the public offering is made pursuant otherwise agree. Each Stockholder agrees to a “shelf” registration statement) execute and deliver such other agreements as may be established reasonably requested by the underwriter(s) Company or the underwriter that are consistent with this section or that are necessary to give further effect hereto. The Company may impose reasonable stop-transfer instructions with respect to the securities subject to the foregoing restriction until the end of such one-year period.” 4. This Amendment shall become effective upon the effective date of a registration statement pertaining to an IPO for such public offering (the “Lock-Up Period”)which Pxxxxxx is serving as a managing underwriter; provided, however, that this Amendment shall terminate and be of no further force or effect if (i) during such effectiveness has not occurred within one year after the last 17 days date hereof. 5. This Amendment shall be governed by and construed in accordance with the internal laws of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating State of Delaware (without reference to the Company occurs or (ii) prior conflicts of law provisions thereof). 6. Except as expressly provided in this Amendment, all of the terms and provisions of the Original Agreement shall remain in full force and effect and all references to the expiration of Original Agreement shall hereinafter be deemed to be references to the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material eventOriginal Agreement, as applicableamended by this Amendment. 7. This Amendment may be executed in any number of counterparts, unless each of which shall be deemed to be an original, and all of which shall constitute one and the managing underwriter(s) of such underwritten public offering waive, in writing, such extensionsame document. If and to the extent requested This Amendment may be executed by the managing underwriter(s), Employee agrees to execute an agreement to the foregoing effect with the underwriter(s) for such public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably requested by such managing underwriter(s) to take into consideration then existing rules of an applicable securities exchange regarding research analyst publications). The limitations contained in this Section 6 shall not apply to any shares registered in such public offering under the Securities Actfacsimile signatures.

Lock-Up Provision. Employee hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, made by the Company pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”) (whether before or after the lapse of the Forfeiture Restrictions with respect to any of the Restricted Shares), Employee shall not effect offer, sell, contract to sell, pledge, hypothecate, grant any public option to purchase or make any short sale of, or distribution otherwise dispose of any shares of Common Stock or of any securities convertible into or exchangeable or exercisable for rights to acquire Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under for such period of time from and after the Securities Act, during the period beginning 14 days prior to the expected effective date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) statement as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that such period of time shall not exceed 180 days from the effective date of the registration statement to be filed in connection with such public offering; provided further, however, that if (ia) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (iib) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s)Furthermore, Employee hereby agrees to execute an enter into a lock-up agreement to the foregoing effect with the underwriter(s) for of any such underwritten public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably if requested by such managing underwriter(s) to take into consideration then existing rules ); provided, however, that the terms of an applicable securities exchange regarding research analyst publications)such lock-up agreement must be substantially the same as those executed by the Company’s officers and directors and other stockholders in connection with such underwritten public offering and the period of time covered by such lock-up agreement shall not exceed that set forth in this Section 5. The limitations contained in this Section 6 5 shall not apply to any shares registered in such public offering under the Securities Act. Employee shall be subject to this Section provided and only if the other officers and directors of the Company are also subject to similar arrangements.

Lock-Up Provision. Employee Recipient hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”), Employee Recipient shall not effect any public sale or distribution of Common Stock or of any securities convertible into or exchangeable or exercisable for Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under the Securities Act, during the period beginning 14 days prior to the expected date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that if (i) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s), Employee Recipient agrees to execute an agreement to the foregoing effect with the underwriter(s) for such public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably requested by such managing underwriter(s) to take into consideration then existing rules of an applicable securities exchange regarding research analyst publications). The limitations contained in this Section 6 shall not apply to any shares registered in such public offering under the Securities Act.

Lock-Up Provision. Employee The Director hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, pursuant to an effective registration statement filed under the Securities Act (whether before or after the lapse of 1933, as amended (the “Securities Act”Forfeiture Restrictions with respect to any of the Restricted Shares), Employee the Director shall not effect any public sale or distribution of Common Stock or of any securities convertible into or exchangeable or exercisable for Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under the Securities Act, during the period beginning 14 days prior to the expected date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that if (i) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until through the expiration of the 18-18th day period beginning on after the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s), Employee the Director agrees to execute an agreement to the foregoing effect with the underwriter(s) for such public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably requested by such managing underwriter(s) to take into consideration then existing rules of an applicable securities exchange regarding research analyst publications). The limitations contained in this Section 6 3(h) shall not apply to any shares registered in such public offering under the Securities Act.

Lock-Up Provision. Employee Director hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, made by the Company pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”) (whether before or after the lapse of the Forfeiture Restrictions with respect to any of the Restricted Shares), Employee Director shall not effect offer, sell, contract to sell, pledge, hypothecate, grant any public option to purchase or make any short sale of, or distribution otherwise dispose of any shares of Common Stock or of any securities convertible into or exchangeable or exercisable for rights to acquire Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under for such period of time from and after the Securities Act, during the period beginning 14 days prior to the expected effective date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) statement as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that such period of time shall not exceed 180 days from the effective date of the registration statement to be filed in connection with such public offering; provided further, however, that if (ia) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (iib) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s)Furthermore, Employee Director hereby agrees to execute an enter into a lock-up agreement to the foregoing effect with the underwriter(s) for of any such underwritten public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably if requested by such managing underwriter(s) to take into consideration then existing rules ); provided, however, that the terms of an applicable securities exchange regarding research analyst publications)such lock-up agreement must be substantially the same as those executed by the Company’s officers and directors and other stockholders in connection with such underwritten public offering and the period of time covered by such lock-up agreement shall not exceed that set forth in this Section 5. The limitations contained in this Section 6 5 shall not apply to any shares registered in such public offering under the Securities Act. Director shall be subject to this Section provided and only if the other officers and directors of the Company are also subject to similar arrangements.

Lock-Up Provision. The Employee hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, pursuant to an effective registration statement filed under the Securities Act (whether before or after the lapse of 1933, as amended (the “Securities Act”Forfeiture Restrictions with respect to any of the Restricted Shares), the Employee shall not effect any public sale or distribution of Common Stock or of any securities convertible into or exchangeable or exercisable for Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under the Securities Act, during the period beginning 14 days prior to the expected date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that if (i) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until through the expiration of the 18-18th day period beginning on after the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s), the Employee agrees to execute an agreement to the foregoing effect with the underwriter(s) for such public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably requested by such managing underwriter(s) to take into consideration then existing rules of an applicable securities exchange regarding research analyst publications). The limitations contained in this Section 6 3(g) shall not apply to any shares registered in such public offering under the Securities Act.

Lock-Up Provision. Employee Director hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”), Employee Director shall not effect any public sale or distribution of Common Stock or of any securities convertible into or exchangeable or exercisable for Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under the Securities Act, during the period beginning 14 days prior to the expected date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that if (i) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until through the expiration of the 18-18th day period beginning on after the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s), Employee Director agrees to execute an agreement to the foregoing effect with the underwriter(s) for such public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably requested by such managing underwriter(s) to take into consideration then existing rules of an applicable securities exchange regarding research analyst publications). The limitations contained in this Section 6 shall not apply to any shares registered in such public offering under the Securities Act.

Lock-Up Provision. Employee hereby agrees that in the event of any underwritten public offering of Common Stock, including an initial public offering of Common Stock, made by the Company pursuant to an effective registration statement filed under the Securities Act (whether before or after the lapse of 1933, as amended (the “Securities Act”Forfeiture Restrictions with respect to any of the Restricted Shares), Employee shall not effect offer, sell, contract to sell, pledge, hypothecate, grant any public option to purchase or make any short sale of, or distribution otherwise dispose of any shares of Common Stock or of any securities convertible into or exchangeable or exercisable for rights to acquire Common Stock or hedging transactions relating to Common Stock, including a sale pursuant to Rule 144 under for such period of time from and after the Securities Act, during the period beginning 14 days prior to the expected effective date of “pricing” of such public offering and continuing for a period not to exceed 180 days after the date of the final prospectus (or prospectus supplement if the offering is made pursuant to a “shelf” registration statement) statement as may be established by the underwriter(s) for such public offering (the “Lock-Up Period”); provided, however, that such period of time shall not exceed 180 days from the effective date of the registration statement to be filed in connection with such public offering; provided further, however, that if (i) during the last 17 days of the initial Lock-Up Period, the Company releases earnings results or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the initial Lock-Up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the initial Lock-Up Period, then in each case the Lock-Up Period will be extended until the expiration of the 18-day period beginning on the date of release of the earnings results or the occurrence of the material news or material event, as applicable, unless the managing underwriter(s) of such underwritten public offering waive, in writing, such extension. If and to the extent requested by the managing underwriter(s)Furthermore, Employee hereby agrees to execute an enter into a lock-up agreement to the foregoing effect with the underwriter(s) for of any such underwritten public offering on such terms as the managing underwriter(s) shall reasonably request (with such modification as reasonably if requested by such managing underwriter(s) to take into consideration then existing rules ); provided, however, that the terms of an applicable securities exchange regarding research analyst publicationssuch lock-up agreement must be substantially the same as those executed by the Company’s officers and directors and other stockholders in connection with such underwritten public offering and the period of time covered by such lock-up agreement shall not exceed that set forth in this Section 3(g). The limitations contained in this Section 6 3(g) shall not apply to any shares registered in such public offering under the Securities Act.