Common use of Restrictions on Public Sale by the Company and Others Clause in Contracts

Restrictions on Public Sale by the Company and Others. The Company agrees (i) without the written consent of the managing underwriters in an underwritten offering of Registrable Securities covered by a registration statement filed pursuant to Sections 2.2 or 2.3 hereof, not to effect any public or private sale or distribution of its securities, including a sale pursuant to Regulation D under the Securities Act, during the period beginning 10 days prior to, and ending 180 days after (or such shorter period as may be agreed to by any managing underwriter of an underwritten offering effected pursuant to Sections 2.2 or 2.3), the closing date of each underwritten offering made pursuant to such registration statement (except on Forms S-4 or S-8, or any successor forms to such forms); (provided, however, that such period shall be extended by the number of days from and including the date of the giving of any notice pursuant to Section 2.5(g)(i) hereof to and including the date when each seller of Registrable Securities covered by such registration statement shall have received the copies of the supplemented or amended prospectus contemplated by Section 2.5(g)(i) hereof), and (ii) to use its best efforts to cause each holder of its securities purchased from the Company at any time on or after the date of this Agreement (other than securities purchased in a registered public offering) to agree not to effect any public sale or distribution of any such securities during such periods, including a sale pursuant to Rule 144.

Restrictions on Public Sale by the Company and Others. The ----------------------------------------------------- Company agrees agrees: (i1) without the written consent of the managing underwriters in an underwritten offering of Registrable Securities covered by a registration statement filed pursuant to Sections 2.2 or 2.3 hereof, not to effect any public or private sale or distribution of its debt or equity securities, including a sale pursuant to Regulation D under the Securities Act, during the one hundred eighty (180) day period beginning 10 days prior toto the filing of a Registration Statement under Section 3 hereof, and ending 180 days after during the one hundred eighty (180) day period (or such shorter other time period as may shall be reasonably agreed to upon by any the Company, the holders of the Registrable Securities whose Registrable Securities are covered by such registration and the managing underwriter of an underwritten offering effected pursuant to Sections 2.2 or 2.3), underwriters) beginning on the closing date of each underwritten offering Underwritten Offering made pursuant to such registration statement a Registration Statement filed under Section 3 hereof, to the extent timely requested in writing by the managing underwriters (except as part of such Underwritten Registration or pursuant to registrations on Forms S-4 or S-8, S-8 or any successor forms thereto), and (2) to such forms); cause (provided, however, that such period shall be extended by the number of days from i) each officer and including the date director of the giving of any notice pursuant to Section 2.5(g)(i) hereof to and including the date when each seller of Registrable Securities covered by such registration statement shall have received the copies of the supplemented or amended prospectus contemplated by Section 2.5(g)(i) hereof), Company and (ii) to use its best efforts to cause each holder of its securities purchased from issued by the Company at any time on or after the date of this Agreement (other than securities purchased in a registered public offering) to agree not to effect any public sale or distribution of any such privately placed debt or equity securities during such periodsof the Company, including a sale pursuant to Rule 144144 under the Securities Act (except as part of such Underwritten Registration, if permitted), during the one hundred eighty (180) day period subsequent to the filing of the Registration Statement for each Underwritten Offering and during the one hundred eighty (180) day period following the effective date of such Registration Statement, in each case to the extent the managing underwriter makes a timely written request that specifically identifies such holder(s).