Common use of Restriction on Sales of Capital Stock Clause in Contracts

Restriction on Sales of Capital Stock. The Company, on behalf of itself and any successor entity, agrees that it will not, for a period of 180 days after the date of this Agreement (the “Lock-Up Period”), without the prior written consent of the Placement Agent, except in the case of Excepted Issuances: (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 other than the filing of a Registration Statement on Form S-8; (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; or (iv) publicly announce an intention to effect any transaction specified in clause (i), (ii) or (iii).

Appears in 4 contracts

Samples: Placement Agency Agreement (Glucose Biosensor Systems (Greater China) Holdings, Inc.), Placement Agency Agreement (Glucose Biosensor Systems (Greater China) Holdings, Inc.), Placement Agency Agreement (Glucose Biosensor Systems (Greater China) Holdings, Inc.)

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Restriction on Sales of Capital Stock. The Company, on behalf of itself and any successor entity, agrees that 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”), without the prior written consent of the Placement Agent, except in the case of Excepted Issuances: (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 Company, or ADSs or any securities convertible into or exercisable or exchangeable for shares of capital stock of the CompanyCompany or ADSs; (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 Company, or ADSs, or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company other than the filing of a Registration Statement on Form S-8or ADSs; 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 CompanyCompany or ADSs, 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 securitiessecurities (including ADSs), in cash or otherwise; or (iv) publicly announce an intention to effect any transaction specified in clause (i), (ii) or (iii).

Appears in 2 contracts

Samples: Underwriting Agreement (Biofrontera AG), Underwriting Agreement (Biofrontera AG)

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Restriction on Sales of Capital Stock. The Company, on behalf of itself and any successor entity, agrees that 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”), without the prior written consent of the Placement Agent, except in the case of Excepted Issuances: (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 other than the filing of except for a Registration Statement registration statement on Form S-8S-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; or (iv) publicly announce an intention to effect any transaction specified . Notwithstanding the provisions set forth in clause (i)the immediately preceding sentence, (ii) or (iii).the Company may, without the prior written consent of the Representative:

Appears in 1 contract

Samples: Underwriting Agreement (Bioblast Pharma Ltd.)

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