Restriction of Shares. Each of the parties hereto, severally and not jointly, hereby agrees that during the period commencing on the Closing Date, and for the period stated below with respect to each individual party (such periods referred to as the "Lockup Period(s)"), that such individual's present beneficial holdings shareholdings (as set forth beside the signature of such individual) in Pipeline, may not be offered, sold, transferred, assigned, pledged, hypothecated, or otherwise alienated, nor may any executory interest be created which would allow, or permit any of the foregoing during the Lockup Period.
Restriction of Shares. The 1,118,652 shares of Common Stock to be sold by Seller are presently held in an escrow account with TranSecurities International, Inc. subject to the terms of a Promotional Shares Escrow Agreement dated June 26, 1997, true copies of which, and amendments thereto, if any, are attached hereto as Exhibit A. In addition, the 1,118,652 shares of Common Stock are subject to a lock-up agreement between the Seller and H.J. Meyers & Co., Inc., true copies of which, and amendments thereto, ix xxx, xxx attached hereto as Exhibit B.
Restriction of Shares. The Employees holds as of the date hereof, 1,270,000 ---------------------- shares (the "Shares") of common stock, $.00001 par value per share, of the Company (the "Common Stock"). The Employee agrees that the Shares shall be subject to the Escrow Agreement referred to in Section 3(a) of this Agreement, the Purchase Option set forth in Section 2 of this Agreement and the restrictions on transfer set forth in Section 4 of this Agreement.
Restriction of Shares. The Company is under no obligation to register, under the 1933 Act, the Arizona Act or the securities laws of any other jurisdiction, any of the shares of Stock to be issued to the Optionholder upon the exercise of any option or to take any action which would make available any exemption from registration. If the shares to be issued to the Optionholder upon the exercise of any option have not been registered under the 1933 Act, the Arizona Act or the securities laws of any other jurisdiction, those shares will be "restricted securities" within the meaning of Rule 144 under the 1933 Act and must be held indefinitely without any transfer, sale or other disposition unless (a) the shares are subsequently registered under the 1933 Act, the Arizona Act and the securities laws of any other applicable jurisdiction, or (b) the Optionholder obtains an opinion of counsel which is satisfactory to counsel for the Company that the shares may be sold in reliance on an exemption from registration requirements.
Restriction of Shares. Each Original Partner, severally and not jointly, ---------------------- agrees that during the term of this Agreement all Shares owned by such Original Partner (which Shares shall be referred to as the "Restricted Shares") shall be subject to the terms and conditions of this Agreement. No sale (as defined in Section 13 hereof), whether voluntary or involuntary, of any Restricted Shares shall be valid unless the terms and conditions of this Agreement have been complied with. Each Original Partner, severally and not jointly, represents and warrants that the total number of shares of common stock (the "Common Stock") presently owned by each such Original Partner is set forth under the signature of such Original Partner on the signature page of this Agreement and that such Original Partner is the sole legal and beneficial owner of such shares, except to the extent that such shares may be pledged for security for indebtedness of such Original Partner. If the shares are pledged, the name and address of the pledgee is also set forth on the signature page of this Agreement.
Restriction of Shares. The Restricted Securities will, upon issuance, be held by the Purchaser’s transfer agent as restricted securities with the legend set forth in Section 4(a) and a notation on the account that the Restricted Securities cannot be transferred without the consent of Purchaser. Upon termination of the Lock-Up Period, following the transfer agent’s receipt of appropriate instructions from the Restricted Holder or the Restricted Holder’s broker and a consent to transfer from Purchaser (which consent shall not be unreasonably withheld or delayed), the transfer agent shall release the Restricted Securities to the Restricted Holder or the Restricted Holder’s broker, as applicable, and the lock up restrictions on the Restricted Securities will no longer apply.
Restriction of Shares. Without prior written consent of the Investors, prior to the Qualified IPO of the Company, the Founder and the Founding Entity shall not sell, assign or otherwise dispose of in any manner, or create any options or other derivative products over, any of the shares or equivalent shares they hold directly or indirectly in the Company or the Group, except as contemplated under the Transaction Documents.
Restriction of Shares. The Corporation's obligation to issue or deliver any certificate or certificates for shares of Common Stock under this Agreement, and the transferability of shares acquired by the exercise of the Option, shall be subject to all of the following conditions:
Restriction of Shares. The parties hereto agree to hold in escrow for a period of one (1) year the shares of Purchaser which are to be issued to the shareholders of the Company upon the shares being registered with the Securities and Exchange Commission pursuant to Paragraphs "2.2" and "5.1(a)" of the Merger Agreement. These shares shall remain in escrow for a period of one (1) year prior to the distribution and delivery to the Company's Shareholders.
