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

Restrictions on Sale by the Company and Others. The Company agrees: (i) not to effect any public sale or distribution of any securities similar to those being registered in accordance with Section 2.1, or any securities convertible into or exchangeable or exercisable for such securities, from the date the Company receives the written demand for any Demand Registration (except as part of such Demand Registration to the extent permitted by Section 2.1.4) until permitted under any “lock-up” agreement with the Underwriter, but not more than ninety (90) days from the effective date of any registration statement filed pursuant to Section 2.1; and (ii) that any agreement entered into after the date hereof pursuant to which the Company issues or agrees to issue any privately placed securities shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in (i) above, in each case including a sale pursuant to Rule 144 under the Securities Act (except as part of any such registration, if permitted); provided, however, that the provisions of this Section 5.2 shall not prevent the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent the issuance of securities by the Company under any employee benefit, stock option or stock subscription plans.

Restrictions on Sale by the Company and Others. The Company agrees: (i) not to effect any public sale or distribution of any securities similar to those being registered in accordance with Section 2.1, or any securities convertible into or exchangeable or exercisable for such securities, from the date the Company receives the written demand for any Demand Registration (except as part of such Demand Registration to the extent permitted by Section 2.1.4) until permitted under any “"lock-up” " agreement with the Underwriter, but not more than ninety (90) days from the effective date of any registration statement filed pursuant to Section 2.1; and (ii) that any agreement entered into after the date hereof pursuant to which the Company issues or agrees to issue any privately placed securities shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in (i) above, in each case including a sale pursuant to Rule 144 under the Securities Act (except as part of any such registration, if permitted); provided, however, that the provisions of this Section 5.2 shall not prevent the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent the issuance of securities by the Company under any employee benefit, stock option or stock subscription plans.

Restrictions on Sale by the Company and Others. The Company agrees: agrees and it shall use its best efforts to cause its Affiliates to agree (i) not to effect any public sale or distribution of any securities similar to those being registered in accordance with Section 2.12 hereof, or any securities convertible into or exchangeable into or exchangeable or exercisable for such securities, from during the 14 days prior to, and during the 180-day period beginning on, the effective date the Company receives the written demand for of any Demand Registration Statement (except as part of such Demand Registration Statement) if, and to the extent permitted extent, requested by Section 2.1.4) until permitted under any “lock-up” agreement with the Underwriter, but not more than ninety (90) days from managing underwriter or underwriters in the effective date case of any registration statement filed pursuant to Section 2.1; an underwritten public offering and (ii) to use their best efforts to ensure that any agreement entered into after the date hereof of this Agreement pursuant to which the Company issues or agrees to issue any privately placed securities (other than to officers or employees) shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in (i) above, in each case including a sale pursuant to Rule 144 or Rule 144A under the Securities Act (except as part of any such registration, if permitted); provided, however, that the provisions of this Section 5.2 9 shall not prevent the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent the issuance of securities by the Company under any employee benefit, stock option or stock subscription planssecurities.

Restrictions on Sale by the Company and Others. The Company agrees: agrees that (ia) it will not to effect any public sale or distribution of any securities similar to those being registered in accordance with Section SECTION 2.1, or any securities convertible into or exchangeable or exercisable for such securities, from during the ninety (90) days prior to, and during the one hundred eighty (180) day period commencing on, the effective date the Company receives the written demand for of any Demand Registration (except as part of such Demand Registration to the extent permitted by Section 2.1.4) until permitted under any “lock-up” agreement with the Underwriter, but not more than ninety (90) days from the effective date of any registration statement filed pursuant to Section 2.1SECTION 2.1(d)); and (iib) that any agreement entered into after the date hereof pursuant to which the Company issues or agrees to issue any privately placed securities shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in (ia) above, in each case including a sale pursuant to Rule 144 under the Securities Act (except as part of any such registration, if permitted); providedPROVIDED, howeverHOWEVER, that the provisions of this Section SECTION 5.2 shall not prevent the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent the issuance of securities by the Company under any employee benefit, stock option or stock subscription plans.

Restrictions on Sale by the Company and Others. The Company agrees: (i) not ---------------------------------------------- to effect any public sale or distribution of any securities similar to those being registered in accordance with Section 2.12.2, or any securities convertible into or exchangeable or exercisable for such securities, from during the ninety (90) days prior to, and during the one hundred twenty (120)-day period beginning on, the effective date the Company receives the written demand for of any Demand Registration (except as part of such Demand Registration to the extent permitted by Section 2.1.4) until permitted under any “lock-up” agreement with the Underwriter, but not more than ninety (90) days from the effective date of any registration statement filed pursuant to Section 2.12.2(d)); and (ii) that any agreement entered into after the date hereof pursuant to which the Company issues or agrees to issue any privately placed securities shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in (i) above, in each case including a sale pursuant to Rule 144 under the Securities Act (except as part of any such registration, if permitted); provided, however, that the provisions of this Section 5.2 -------- ------- shall not prevent the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent the issuance of securities by the Company under any employee benefit, stock option or stock subscription plans.

Restrictions on Sale by the Company and Others. The Company agrees: agrees that it and its Affiliates (ia) will not to effect any public sale or distribution of any securities similar to those being registered in accordance with Section 2.1, or any securities convertible into or exchangeable or exercisable for such securities, from during the ninety (90) days prior to, and during the one hundred eighty (180) day period commencing on, the effective date the Company receives the written demand for of any Demand Registration (except as part of such Demand Registration to the extent permitted by Section 2.1.4) until permitted under any “lock-up” agreement with the Underwriter, but not more than ninety (90) days from the effective date of any registration statement filed pursuant to Section 2.12.1(d)); and (iib) will use reasonable best efforts to require that any agreement entered into after the date hereof pursuant to which the Company issues or agrees to issue any privately placed securities shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in (ia) above, in each case including a sale pursuant to Rule 144 under the Securities Act (except as part of any such registration, if permitted); provided, however, that the provisions of this Section 5.2 shall not prevent the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent the issuance of securities by the Company under any employee benefit, stock option or stock subscription plans.

Restrictions on Sale by the Company and Others. The Company agrees: agrees and it shall use its best efforts to cause its Affiliates to agree (i) not to effect any public sale or distribution of any securities similar to those being registered in accordance with Section 2.1Sections 2 or 3 hereof, or any securities convertible into or exchangeable into or exchangeable or exercisable for such securities, from during the 14 days prior to, and during the 180-day period beginning on, the effective date the Company receives the written demand for of any Demand Registration Statement (except as part of such Demand Registration Statement) if, and to the extent permitted extent, requested by Section 2.1.4) until permitted under any “lock-up” agreement with the Underwriter, but not more than ninety (90) days from managing underwriter or underwriters in the effective date case of any registration statement filed pursuant to Section 2.1; an underwritten public offering and (ii) to use their best efforts to ensure that any agreement entered into after the date hereof of this Agreement pursuant to which the Company issues or agrees to issue any privately placed securities (other than to officers or employees) shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in (i) above, in each case including a sale pursuant to Rule 144 or Rule 144A under the Securities Act (except as part of any such registration, if permitted); provided, however, that the provisions of this Section 5.2 10 shall not prevent the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent the issuance of securities by the Company under any employee benefit, stock option or stock subscription planssecurities.

Restrictions on Sale by the Company and Others. The Company agrees: agrees and it shall use its best efforts to cause its Affiliates to agree (i) not to effect any public sale or distribution of any securities similar to those being registered in accordance with Section 2.1Sections 2 or 3 hereof, or any securities convertible into or exchangeable into or exchangeable or exercisable for such securities, from during the 14 days prior to, and during the 180-day period beginning on, the effective date the Company receives the written demand for of any Demand Registration Statement (except as part of such Demand Registration Statement) if, and to the extent permitted extent, requested by Section 2.1.4) until permitted under any “lock-up” agreement with the Underwriter, but not more than ninety (90) days from managing underwriter or underwriters in the effective date case of any registration statement filed pursuant to Section 2.1an underwritten public offering or the initial purchasers or placement agent; and (ii) to use their best efforts to ensure that any agreement entered into after the date hereof of this Agreement pursuant to which the Company issues or agrees to issue any privately placed securities (other than to officers or employees) shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in (i) above, in each case including a sale pursuant to Rule 144 or Rule 144A under the Securities Act (except as part of any such registration, if permitted); provided, however, that the provisions of this Section 5.2 10 shall not prevent the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent the issuance of securities by the Company under any employee benefit, stock option or stock subscription planssecurities.

Restrictions on Sale by the Company and Others. The Company agrees: agrees that it and its Affiliates (ia) will not to effect any public sale or distribution of any securities similar to those being registered in accordance with Section SECTION 2.1, or any securities convertible into or exchangeable or exercisable for such securities, from during the ninety (90) days prior to, and during the one hundred eighty (180) day period commencing on, the effective date the Company receives the written demand for of any Demand Registration (except as part of such Demand Registration to the extent permitted by Section 2.1.4) until permitted under any “lock-up” agreement with the Underwriter, but not more than ninety (90) days from the effective date of any registration statement filed pursuant to Section 2.1SECTION 2.1(d)); and (iib) will use reasonable best efforts to require that any agreement entered into after the date hereof pursuant to which the Company issues or agrees to issue any privately placed securities shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in (ia) above, in each case including a sale pursuant to Rule 144 under the Securities Act (except as part of any such registration, if permitted); providedPROVIDED, howeverHOWEVER, that the provisions of this Section SECTION 5.2 shall not prevent the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent the issuance of securities by the Company under any employee benefit, stock option or stock subscription plans.

Restrictions on Sale by the Company and Others. The Company agrees: (i) not to effect any public sale or distribution of any securities similar to those being registered in accordance with Section 2.12.1 hereof, or any securities convertible into or exchangeable or exercisable for such securities, from the date the Company receives the written demand for any Demand Registration (except as part of such Demand Registration to the extent permitted by Section 2.1.4) until permitted under any “lock-up” agreement with the Underwriter, but not more than ninety (90) calendar days from the effective date of any registration statement Registration Statement filed pursuant to Section 2.1; 2.1 hereof, and (ii) that any agreement entered into after the date hereof pursuant to which the Company issues or agrees to issue any privately placed securities shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in clause (i) above, in each case including a sale pursuant to Rule 144 under the Securities Act (except as part of any such registration, if permitted); provided, however, that the provisions of this Section 5.2 5.4 shall not prevent the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent the issuance of securities by the Company under any employee benefit, stock option or stock subscription plans.

Restrictions on Sale by the Company and Others. The Company agrees: ---------------------------------------------- agrees and shall use its commercially reasonable best efforts to cause its Affiliates to agree (i) not to effect any public sale or distribution of any securities similar to those being registered in accordance with Section 2.12.1 hereof, or any securities convertible into or exchangeable or exercisable for such securities, from during the 14 days prior to, and during the 90-day period beginning on, the effective date the Company receives the written demand for of any Demand Registration Statement (except as part of such Demand Registration Statement), in the case of an underwritten offering, if, and to the extent permitted extent, reasonably requested by Section 2.1.4) until permitted under any “lock-up” agreement with the Underwritermanaging Underwriter or Underwriters, but not more than ninety (90) days from the effective date of any registration statement filed pursuant to Section 2.1; and (ii) to use its best efforts to ensure that any agreement entered into after the date hereof pursuant to which the Company issues or agrees to issue any privately placed securities (other than to officers or employees) shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in (i) above, in each case including a sale pursuant to Rule 144 or Rule 144A under the Securities Act (except as part of any such registration, if permitted); provided, however, that the provisions of this Section 5.2 -------- ------- paragraph (b) shall not prevent (x) the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent or (y) the issuance of any securities by to employees of the Company under or pursuant to any employee benefit, stock option or stock subscription plansplan.

Restrictions on Sale by the Company and Others. The Company agrees: (i) not to effect any public sale or distribution of any securities similar to those being registered in accordance with Section 2.1, or any securities convertible into or exchangeable or exercisable for such securities, from the date the Company receives the written demand for any Demand Registration (except as part of such Demand Registration to the extent permitted by Section 2.1.4) until permitted under any “"lock-up” " agreement with the Underwriter, but not more than ninety (90) days from the effective date of any registration statement filed pursuant to Section 2.1; and (ii) that any agreement entered into after the date hereof pursuant to which the Company issues or agrees to issue any privately placed securities shall contain a provision under which holders of such securities agree not to effect any sale or distribution of any such securities during the periods described in (i) above, in each case including a sale pursuant to Rule 144 under the Securities Act (except as part of any such registration, if permitted); providedPROVIDED, howeverHOWEVER, that the provisions of this Section 5.2 shall not prevent the conversion or exchange of any securities pursuant to their terms into or for other securities and shall not prevent the issuance of securities by the Company under any employee benefit, stock option or stock subscription plans.