Common use of Lock-Ups Clause in Contracts

Lock-Ups. (a) If and to the extent requested by the managing underwriter in connection with the Initial Public Offering, the Shareholder shall agree in writing that the Shareholder will not, without the consent of the managing underwriter: (x) effect any public sale or distribution of any Shares for a period of 180 days following effectiveness of the registration statement relating to such offering or (y) effect any other transfer of Shares during such 180 day period unless the transferee agrees in writing to be bound by the terms and conditions of this Section 6(a). (b) If and to the extent requested by the managing underwriter in connection with any other underwritten offering of equity securities of the Company (whether for the account of the Company, selling shareholders or both), the Shareholder shall agree in writing that he will not, without the consent of the managing underwriter: (x) effect any public sale or distribution of any Shares for a period of 90 days following effectiveness of the registration statement relating to such offering or (y) effect any other transfer of Shares during such 90 day period unless the transferee agrees in writing to be bound by the terms and conditions of this Section 6(b). (c) The Shareholder agrees that he shall not be permitted to sell any Shares in the Initial Public Offering unless (x) the Investcorp Shareholders sell shares in the Initial Public Offering and (y) the underwriter managing the Initial Public Offering believes, in its sole discretion, that the inclusion of the Shareholder's Shares will not affect adversely such offering. In the event the Shareholder is entitled to sell Shares pursuant to the preceding sentence, the Shareholder shall be permitted to sell a number of Shares not greater than 15% of the Shareholder's total Shares, including Option Shares; provided that in no event shall the Shareholder be permitted to include in such offering a number of Shares greater than the number of shares included in such offering by the Investcorp Shareholders.