Common use of Private Offerings Clause in Contracts

Private Offerings. Except in a public offering registered under the Securities Act, issue or sell any Equity Security unless each issuee and purchaser agrees in writing with the Company not to offer to sell, sell, make any short sale of, loan, grant any option for the purpose of, or otherwise dispose of, any Equity Security for at least the same period as shall be required of officers and directors of the Company prior to and after the closing of any public offering of securities of the Company registered under the Securities Act, except that (i) the Board shall have the right to dispense with this requirement in the case of sales of Common Stock to individuals who are not directors or officers of the Company and who purchase less than one percent (1%) of the then fully diluted Common Stock outstanding, and (ii) the Company need not obtain such standstill agreements from current holders of the Common Stock or holders of options or warrants to purchase Common Stock if they have already given standstill agreements restricting their right to sell as requested by the managing underwriter in an offering for up to 270 days (in the case of outstanding stock and stock purchase warrants) and 180 days (in the case of options granted under the Stock Plan).