Restriction on Sales of Capital Stock. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, for a period of 180 days after the date of this Agreement (the “Lock-Up Period”), (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company; (ii) file or cause to be filed any registration statement with the Commission relating to the offering of any shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company except for a registration statement on Form S-8 to register shares issuable pursuant to the Company’s equity incentive plans; or (iii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital stock of the Company, whether any such transaction described in clause (i), (ii) or (iii) above is to be settled by delivery of shares of capital stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3(t)(i) shall not apply to (i) the Securities to be sold hereunder, (ii) issuances of options pursuant to the Company’s equity incentive plans in effect on the date hereof and described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, or (iii) the issuance by the Company of Ordinary Shares upon the exercise of a stock option or warrant or the conversion of a security outstanding on the date hereof, of which the Representative has been advised in writing.
Appears in 3 contracts
Samples: Underwriting Agreement (Therapix Biosciences Ltd.), Underwriting Agreement (Therapix Biosciences Ltd.), Underwriting Agreement (Therapix Biosciences Ltd.)
Restriction on Sales of Capital Stock. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the RepresentativeLead Selling Agent, it will not, for a period of 180 days after the date of this Agreement (the “Lock-Up Period”), (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company; (ii) file or cause caused to be filed any registration statement with the Commission relating to the offering of any shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company except for a registration statement on Form S-8 to register shares issuable pursuant to Company; (iii) complete any offering of debt securities of the Company’s equity incentive plans; , other than entering into a line of credit with a traditional bank or (iiiiv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iiiiv) above is to be settled by delivery of shares of capital stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3(t)(i4(x) shall not apply to (i) the Securities shares of Common Stock to be sold hereunder, (ii) issuances of options pursuant to the Company’s equity incentive plans in effect on the date hereof and described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, or (iii) the issuance by the Company of Ordinary Shares shares of Common Stock upon the exercise of a stock option or warrant or the conversion of a security outstanding on the date hereof, of which the Representative has Selling Agents have been advised in writing, or (iii) the issuance by the Company of stock options or shares of capital stock of the Company under any equity compensation plan of the Company, provided that in each of (ii) and (iii) above, the underlying shares shall be restricted from sale during the entire Lock-Up Period.
Appears in 2 contracts
Samples: Selling Agency Agreement (Level Brands, Inc.), Selling Agency Agreement (Level Brands, Inc.)
Restriction on Sales of Capital Stock. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, for a period of 180 days three (3) months after the date of this Agreement (the “Lock-Up Period”), (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company; (ii) file or cause caused to be filed any registration statement with the Commission relating to the offering of any shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company except for a registration statement on Form S-8 to register shares issuable pursuant to Company; (iii) complete any offering of debt securities of the Company’s equity incentive plans; , other than entering into a line of credit with a traditional bank or (iiiiv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iiiiv) above is to be settled by delivery of shares of capital stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3(t)(i) 3.21 shall not apply to (i) the Securities shares of Preferred Stock to be sold hereunder, (ii) issuances of options pursuant to the Company’s equity incentive plans in effect on the date hereof and described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, or (iii) the issuance by the Company of Ordinary Shares shares of Common Stock upon the exercise of a stock option or warrant or the conversion of a security other convertible securities outstanding on the date hereof, of which the Representative has been advised in writing, or (iii) the issuance by the Company of stock options, grants of restricted stock awards or restricted stock units or shares of Common Stock of the Company under any existing equity incentive compensation plan of the Company.
Appears in 1 contract
Restriction on Sales of Capital Stock. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Representative, it will not, for a period of 180 90 days after the date of this Agreement (the “Lock-Up Period”), (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company; (ii) file or cause to be filed any registration statement with the Commission relating to the offering of any shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company except for a registration statement on Form S-8 to register shares issuable pursuant to the Company’s 's equity incentive plans; or (iii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital stock of the Company, whether any such transaction described in clause (i), (ii) or (iii) above is to be settled by delivery of shares of capital stock of the Company or such other securities, in cash or otherwise. The restrictions contained Notwithstanding the provisions set forth in this Section 3(t)(ithe immediately preceding sentence, the Company may, without the prior written consent of the Representative:
(A) shall not apply to (i) the Securities issue any securities to be sold hereunder, (ii) issuances including, without limitation, the issuance of options the Securities to the Underwriters pursuant to the Company’s this Agreement,
(B) issue Ordinary Shares, and options to purchase Ordinary Shares, pursuant to stock option plans, stock purchase or other equity incentive plans in effect on the date hereof and described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, or as those plans are in effect on the date of this Agreement,
(iiiC) the issuance by the Company of issue Ordinary Shares upon the exercise of a stock options issued under stock option or warrant other equity incentive plans referred to in clause (B) above, as those plans are in effect on the date of this Agreement, or upon the conversion exercise of a security warrants or convertible securities outstanding on the date hereofof this Agreement, as those warrants and convertible securities are in effect on the date of which this Agreement,
(D) issue Ordinary Shares upon the exercise of outstanding warrants, convertible debentures and other outstanding instruments convertible into or exercisable or exchangeable for Ordinary Shares, and
(E) issue Ordinary Shares in connection with strategic partnering transactions, provided that in the case of this clause (E) the aggregate number of Ordinary Shares issued in all such transactions does not exceed 10% of the outstanding Ordinary Shares of the Company, and provided further that the Representative has been advised in writing.receives a signed lock-up for the balance of the 90 day period with respect to any such Ordinary Shares so issued;
Appears in 1 contract
Restriction on Sales of Capital Stock. The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the RepresentativePlacement Agents, it will not, for a period of 180 days after the date of this Agreement (the “Lock-Up Period”), (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company; (ii) file or cause caused to be filed any registration statement with the Commission relating to the offering of any shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company except for a registration statement on Form S-8 to register shares issuable pursuant to Company; (iii) complete any offering of debt securities of the Company’s equity incentive plans; , other than entering into a line of credit with a traditional bank or (iiiiv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of capital stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iiiiv) above is to be settled by delivery of shares of capital stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3(t)(i4(x) shall not apply to (i) the Securities shares of Common Stock to be sold hereunder, (ii) issuances of options pursuant to the Company’s equity incentive plans in effect on the date hereof and described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, or (iii) the issuance by the Company of Ordinary Shares shares of Common Stock upon the exercise of a stock option or warrant or the conversion of a security outstanding on the date hereof, of which the Representative has Placement Agents have been advised in writing, or (iii) the issuance by the Company of stock options or shares of capital stock of the Company under any equity compensation plan of the Company, provided that in each of (ii) and (iii) above, the underlying shares shall be restricted from sale during the entire Lock-Up Period.
Appears in 1 contract
Samples: Placement Agency Agreement (Campagna Motors USA Inc.)