Common use of Public Offering Lock-Up Clause in Contracts

Public Offering Lock-Up. In addition, Novo Nordisk and Novo Nordisk Pharmaceuticals, Inc. hereby agree that during the time period recommended by a nationally-recognized underwriter not to exceed one hundred eighty (180) days following the effective date of a registration statement of Aradigm filed under the 1933 Act, to the extent requested by such underwriter, neither Novo Nordisk nor Novo Nordisk Pharmaceuticals, Inc. shall sell or otherwise transfer or dispose of the Shares at any time during such period (except for any Shares included in such registration or any sale, transfer or other disposition of any Shares made to an Affiliate of Novo Nordisk that agrees to be bound by the provisions of this Agreement); provided, that: (a) Such agreement shall be applicable only to registration statements of Aradigm which cover Common Stock (or other securities) to be sold on its behalf to the public; (b) Such agreement shall be applicable only if Novo Nordisk (together with its Affiliates) holds at least five percent (5%) of the Common Stock then outstanding; and (c) All officers and directors of Aradigm and any other stockholders owning at least five percent (5%) of the Common Stock then outstanding (excluding stockholders that acquired their positions in the public market) enter into similar agreements. During the period in which this Section 1.4 remains in effect, if Novo Nordisk and Novo Nordisk Pharmaceuticals, Inc. are requested to enter into such a lock-up agreement in connection with a public offering of Common Stock in which any other shareholders of Aradigm are allowed to sell shares held by them, Novo Nordisk and Novo Nordisk Pharmaceuticals, Inc. shall have a “piggyback” right at their option to include shares of Common Stock then held by them in such offering on a pro rata basis with such other selling shareholders.

Appears in 4 contracts

Samples: Restructuring Agreement (Aradigm Corp), Restructuring Agreement (Aradigm Corp), Stock Purchase Agreement (Novo Nordisk a S)

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Public Offering Lock-Up. In addition, Novo Nordisk and Novo Nordisk Pharmaceuticals, Inc. hereby agree agrees that during the time period recommended by a nationally-recognized the underwriter not to exceed one hundred eighty (180) days following the effective date of a registration statement of Aradigm filed under the 1933 Act, it shall not, to the extent requested by such the underwriter, neither Novo Nordisk nor Novo Nordisk Pharmaceuticals, Inc. shall sell or otherwise transfer or dispose of the Shares any Common Stock of Aradigm held by it at any time during such period (except for any Shares Common Stock included in such registration or any sale, transfer or other disposition of any Shares made to an Affiliate affiliate of Novo Nordisk that agrees to be bound by the provisions of this Agreement); provided, however, that: (a) Such agreement shall be applicable only to registration statements of Aradigm which cover Common Stock (or other securities) to be sold on its behalf to the public; (b) Such agreement shall be applicable only if Novo Nordisk (together with its Affiliates) holds at least five percent (5%) of the Common Stock of Aradigm then outstanding; and (c) All officers and directors of Aradigm and any other stockholders owning at least five percent (5%) of the Common Stock of Aradigm then outstanding (excluding stockholders that acquired their positions in the public market) enter into similar agreements. During the period in which this Section 1.4 1.9 remains in effect, if Novo Nordisk and Novo Nordisk Pharmaceuticals, Inc. are is requested to enter into such a lock-up agreement in connection with a public offering of Aradigm Common Stock in which any other shareholders of Aradigm are allowed to sell shares held by them, Novo Nordisk and Novo Nordisk Pharmaceuticals, Inc. shall have a "piggyback" right at their its option to include shares of Common Stock then held by them it in such offering on a pro rata basis with such other selling shareholders.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Novo Nordisk a S), Stock Purchase Agreement (Aradigm Corp)

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