Market Stand-Off. In connection with any Underwritten Offering of equity securities of the Company (other than a Block Trade), each Holder given an opportunity to participate in the Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer any shares of Common Stock or other equity securities of the Company (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, during the 90-day period beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Common Stock, except in the event the Underwriters managing the offering otherwise agree by written consent. Each Holder agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such Holders).
Appears in 7 contracts
Samples: Registration Rights Agreement (Zapata Computing Holdings Inc.), Business Combination Agreement (Andretti Acquisition Corp.), Registration Rights Agreement (Desktop Metal, Inc.)
Market Stand-Off. In connection with any Underwritten Offering of equity securities of the Company (other than a Block Trade), each Holder given an opportunity to participate participating in the Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer any shares of Class A Common Stock or other equity securities of the Company (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, during the 90-day period beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Class A Common Stock, except in the event the Underwriters managing the offering otherwise agree by written consent. Each Holder participating in the Underwritten Offering agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such Holders).
Appears in 7 contracts
Samples: Registration Rights Agreement (EQRx, Inc.), Registration Rights Agreement (SomaLogic, Inc.), Registration Rights Agreement (CM Life Sciences III Inc.)
Market Stand-Off. In connection with any Underwritten Offering of equity securities of the Company (other than a Block Trade), each Holder given an opportunity to participate that participates in the such Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer any shares of Common Stock or other equity securities of the Company (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, during the 90-day ninety (90)-day period (or such shorter time agreed to by the managing Underwriters) beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Common Stockoffering, except as expressly permitted by such lock-up agreement or in the event the managing Underwriters managing the offering otherwise agree by written consent. Each Holder participating in any Underwritten Offering agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such Holders).
Appears in 6 contracts
Samples: Registration Rights Agreement (Near Intelligence, Inc.), Registration Rights Agreement (Kludein I Acquisition Corp), Registration Rights Agreement (North Mountain Merger Corp.)
Market Stand-Off. In connection with any Underwritten Offering of equity securities of the Company (other than a Block TradeTrade or Other Coordinated Offering), if requested by the managing Underwriters, each Holder given an opportunity to participate in the Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer any shares of Common Stock or other equity securities of the Company (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, during the 90-day ninety (90)-day period (or such shorter time agreed to by the managing Underwriters) beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Common Stockoffering, except as expressly permitted by such lock-up agreement or in the event the managing Underwriters managing the offering otherwise agree by written consent. Each such Holder agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such Holders).
Appears in 4 contracts
Samples: Registration and Stockholder Rights Agreement (Gelesis Holdings, Inc.), Registration Rights Agreement (Berkshire Grey, Inc.), Business Combination Agreement (Capstar Special Purpose Acquisition Corp.)
Market Stand-Off. In connection with any Underwritten Offering of equity securities of the Company pursuant to this Agreement (other than a Block Trade)) in which a Holder participates, each such Holder given an opportunity to participate in the Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer any shares of Company Common Stock Shares or other equity securities of the Company (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, during the 90-day ninety (90)-day period (or such shorter time agreed to by the managing Underwriters) beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Common Stockoffering, except as expressly permitted by the applicable lock-up agreement or in the event the managing Underwriters managing the offering otherwise agree by written consent. Each such Holder agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such Holders).
Appears in 3 contracts
Samples: Registration Rights Agreement (Arogo Capital Acquisition Corp.), Investor Rights Agreement (Greenfire Resources Ltd.), Business Combination Agreement (M3-Brigade Acquisition III Corp.)
Market Stand-Off. In connection with any Underwritten Offering of equity securities of the Company (other than a Block Trade), each Holder given an opportunity to participate in the Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer any shares of Common Stock Ordinary Shares or other equity securities of the Company (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, during the 90-day period beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Common StockOrdinary Shares or other equity securities, except in the event the Underwriters managing the offering otherwise agree by written consent. Each Holder agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such Holders).
Appears in 3 contracts
Samples: Registration Rights Agreement (Innoviz Technologies Ltd.), Registration Rights Agreement (Innoviz Technologies Ltd.), Registration Rights Agreement (Collective Growth Corp)
Market Stand-Off. In connection with any Underwritten Offering of equity securities of the Company (other than a Block Trade)Company, if requested by the managing Underwriters, each Holder given that is an opportunity to participate executive officer, director or Holder in excess of five percent (5%) of the outstanding Common Stock participating in such Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer transfer any shares of Common Stock or other equity securities of the Company (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, ) during the 90-day ninety (90)-day period (or such shorter time agreed to by the managing Underwriters) beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Common Stockoffering, except as expressly permitted by such lock-up agreement or in the event the managing Underwriters managing the offering otherwise agree by written consent. Each such Holder agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such Holders).
Appears in 2 contracts
Samples: Registration Rights Agreement (Apex Technology Acquisition Corp), Registration Rights Agreement (Apex Technology Acquisition Corp)
Market Stand-Off. In connection with any Underwritten Offering of equity securities of the Company (other than a Block Trade), each Holder Investor is given an opportunity to participate in the Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer any shares of Common Stock or other equity securities of the Company (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, during the 90-day period beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Common Stock, except in the event the Underwriters managing the offering otherwise agree by written consent. Each Holder Investor agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such HoldersInvestors).
Appears in 2 contracts
Samples: Registration Rights Agreement (Fathom Digital Manufacturing), Business Combination Agreement (Altimar Acquisition Corp. II)
Market Stand-Off. In connection with any Underwritten Offering of equity securities of the Company (other than a Block TradeTrade or Other Coordinated Offering), if requested by the managing Underwriters, each Holder given an opportunity to participate participating in the such Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer any shares of Class A Common Stock or other equity securities of the Company (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, during the 90-day ninety (90)-day period (or such shorter time agreed to by the managing Underwriters) beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Common Stockoffering, except as expressly permitted by any lock-up agreement or in the event the managing Underwriters managing the offering otherwise agree by written consent. Each such Holder agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such Holders).
Appears in 2 contracts
Samples: Registration Rights Agreement (SES AI Corp), Business Combination Agreement (Ivanhoe Capital Acquisition Corp.)
Market Stand-Off. In connection with any Underwritten Offering of equity securities of the Company (other than a Block Trade), each Holder given an opportunity to participate that participates in the Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer any shares of Common Stock or other equity securities of the Company (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, during the 90-day period beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Common StockStock or other equity securities, except in the event the Underwriters managing the offering otherwise agree by written consent. Each such participating Holder agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such Holders).
Appears in 1 contract
Samples: Registration Rights Agreement (Markforged Holding Corp)
Market Stand-Off. In connection with any Underwritten Offering of equity securities Equity Securities of the Company (other than a Block Trade)Company, if requested by the managing Underwriters, each Holder given that is an opportunity to participate executive officer, director or Holder participating in the such Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer transfer any shares of Common Stock Shares or other equity securities Equity Securities of the Company (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, ) during the 90-day ninety (90)-day period (or such shorter time agreed to by the managing Underwriters) beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Common Stockoffering, except as expressly permitted by such lock-up agreement or in the event the managing Underwriters managing the offering otherwise agree by written consent. Each such Holder agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such Holders).
Appears in 1 contract
Samples: Registration Rights Agreement (dMY Technology Group, Inc. III)
Market Stand-Off. In connection with any Underwritten Offering of equity securities of the Company Series 1 Preferred Stock or other Redeemable Preferred Stock (other than a Block Trade)) in which a Holder participates, each such Holder given an opportunity to participate in the Underwritten Offering pursuant to the terms of this Agreement agrees that it shall not Transfer any shares of Common Series 1 Preferred Stock or other equity securities of the Company Redeemable Preferred Stock (other than those included in such offering pursuant to this Agreement), without the prior written consent of the Company, during the 90-day ninety (90)-day period (or such shorter time agreed to by the managing Underwriters) beginning on the date of pricing of such offering or such shorter period during which the Company agrees not to conduct an underwritten primary offering of Common Stockoffering, except as expressly permitted by such lock-up agreement or in the event the managing Underwriters managing the offering otherwise agree by written consent. Each Holder agrees to execute a customary lock-up agreement in favor of the Underwriters to such effect (in each case on substantially the same terms and conditions as all such HoldersHolders ).
Appears in 1 contract
Samples: Registration Rights Agreement (SoFi Technologies, Inc.)