Common use of Market Stand-Off Provision Clause in Contracts

Market Stand-Off Provision. Warrantholder hereby agrees that, during the period of duration not to exceed 180 days specified by the Company and an underwriter of Common Stock or other securities of the Company, following the effective date of the first registration statement for a firm commitment underwritten public offering of the Company’s securities filed under the Act, and, for a period of duration not to exceed 90 days specified by the Company and an underwriter of Common Stock or other securities of the Company, following the effective date of any subsequent registration statement for a firm commitment underwritten public offering of the Company’s securities filed under the Act, it shall not, to the extent requested by the Company and such underwriter, directly or indirectly, sell, offer to sell, contract to sell (including, without limitation, any short sale), grant any option to purchase or otherwise transfer or dispose of (other than to donees who agree to be similarly bound), or reduce its interest in (collectively, “Transfer”), any Shares issuable upon exercise of this Warrant during such period except Common Stock included in such registration. Such restrictions, however, shall not be applicable to transfers to any affiliated entity of Warrantholder, including any affiliated corporation, partnership, limited partnership, limited liability company or investment fund, or to any stockholders, partners, general partners, limited partners and members of Warrantholder, in each case who agree in writing to be bound by this Warrant, including this Section. To enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to the Company’s securities held by Warrantholder (and the shares or securities of every other person or entity subject to the foregoing restriction) until the end of such period.

Appears in 2 contracts

Samples: Danger Inc, Danger Inc

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Market Stand-Off Provision. Warrantholder Holder hereby agrees that, during the period of duration not to exceed 180 days specified by the Company and an underwriter of Common Stock or other securities of the Company, following the effective date of the first registration statement for a firm commitment underwritten public offering of the Company’s securities filed under the Act, and, for a period of duration not to exceed 90 days specified by the Company and an underwriter of Common Stock or other securities of the Company, following the effective date of any subsequent registration statement for a firm commitment underwritten public offering of the Company’s securities filed under the Act, it shall not, to the extent requested by the Company and such underwriter, directly or indirectly, sell, offer to sell, contract to sell (including, without limitation, any short sale), grant any option to purchase or otherwise transfer or dispose of (other than to donees who agree to be similarly bound), or reduce its interest in (collectively, “Transfer”), any Shares issuable upon exercise of this Warrant during such period except Common Stock included in such registration; provided, however, that all executive officers, directors and stockholders that hold one percent (1%) or more of the Common Stock (including on an as-converted basis any shares of Common Stock issuable upon the conversion or exercise of any share of the Company’s Preferred Stock, warrant, right or other security) of the Company enter into similar agreements. Such restrictions, however, shall not be applicable to transfers to any affiliated entity of WarrantholderHolder, including any affiliated corporation, partnership, limited partnership, limited liability company or investment fund, or to any stockholders, partners, general partners, limited partners and members of WarrantholderHolder, in each case who agree in writing to be bound by this Warrant, including this SectionSection 18. To enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to the Company’s securities held by Warrantholder Holder (and the shares or securities of every other person or entity subject to the foregoing restriction) until the end of such period.

Appears in 2 contracts

Samples: Danger Inc, Danger Inc

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Market Stand-Off Provision. Warrantholder Holder hereby agrees that, during the period of duration not to exceed 180 days specified by the Company and an underwriter of Common Stock or other securities of the Company, following the effective date of the first registration statement for a firm commitment underwritten public offering of the Company’s securities filed under the Act, and, for a period of duration not to exceed 90 days specified by the Company and an underwriter of Common Stock or other securities of the Company, following the effective date of any subsequent registration statement for a firm commitment underwritten public offering of the Company’s securities filed under the Act, it shall not, to the extent requested by the Company and such underwriter, directly or indirectly, sell, offer to sell, contract to sell (including, without limitation, any short sale), grant any option to purchase or otherwise transfer or dispose of (other than to donees who agree to be similarly bound), or reduce its interest in (collectively, “Transfer”), any Shares issuable upon exercise of this Warrant during such period except Common Stock included in such registration; provided, however, that all executive officers, directors and stockholders that hold one percent (1%) or more of the Common Stock (including on an as-converted basis any shares of Common Stock issuable upon the conversion or exercise of any share of the Company’s Preferred Stock, warrant, right or other security) of the Company enter into similar agreements. Such restrictions, however, shall not be applicable to transfers to any affiliated entity of WarrantholderHolder, including any affiliated corporation, partnership, limited partnership, limited liability company or investment fund, or to any stockholders, partners, general partners, limited partners and members of WarrantholderHolder, in each case who agree in writing to be bound by this Warrant, including this SectionSection 21. To enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to the Company’s securities held by Warrantholder Holder (and the shares or securities of every other person or entity subject to the foregoing restriction) until the end of such period.

Appears in 1 contract

Samples: Danger Inc

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