Restrictions on Transfer of Registrable Securities. The Holder agrees that he will not sell or transfer any of the Registrable Securities for a period of thirteen (13) months from the effective date (the "Effective Date") of the registration statement pursuant to which its Registrable Securities have been registered in an offering without the prior written consent of the Placement Agent or the managing underwriter of an initial public offering of the Company's securities.
Restrictions on Transfer of Registrable Securities. Infinity agrees to the following contractual restrictions (which shall be in addition to any restrictions on transfer imposed by applicable securities laws) on any Transfer of the Registrable Securities:
Restrictions on Transfer of Registrable Securities. As a condition -------------------------------------------------- precedent to the inclusion of any Holder's Registrable Securities in a registration statement under Section 2.2 or 2.3 hereof, such Holder shall be required to execute a "lockup" agreement, in form and substance acceptable to the Company, providing that for the Lockup Period (as defined below) applicable to such registration statement, such Holder shall not, directly or indirectly, by operation of law or otherwise, sell, donate, transfer, assign, exchange, encumber, pledge, alienate or otherwise dispose of all or any part of such Holder's Registrable Securities so registered. Any Holder not executing such a "lockup" agreement shall not be entitled to registration rights hereunder. The "Lockup Period" shall mean (i) one hundred eighty (180) days after the effective date of a registration statement filed on or before ninety (90) days from the date of this Agreement, and (ii) ninety (90) days after the effective date of a registration statement filed on or after ninety-one (91) days from the date of this Agreement.
Restrictions on Transfer of Registrable Securities. The Shareholder acknowledges that the Registrable Securities have not been registered under the Securities Act or the securities laws of any jurisdiction and may not be sold or transferred unless they are registered or RMII receives an opinion of counsel reasonably satisfactory to RMII that an exemption from applicable registration requirements is available. The certificates representing the Registrable Securities will bear a restrictive legend to the foregoing effect until such time as such Registrable Shares are the subject of an effective Registration Statement or until they are resold pursuant to a valid exemption from the registration requirements of the Securities Act and other applicable laws. The Shareholder agrees not to sell or otherwise transfer any Registrable Securities except in compliance with the Securities Act and other applicable laws and the provisions hereof. The Shareholder may pledge his Registrable Securities, provided the pledgee agrees in writing not to sell or otherwise transfer pledged Registrable Securities except in compliance with the Securities Act and other applicable laws.
Restrictions on Transfer of Registrable Securities. As a condition -------------------------------------------------- precedent to the inclusion of any Holder's Registrable Securities in a registration statement under Section 2.2 or 2.3 hereof, such Holder shall be required to execute a "lockup" agreement, in form and substance acceptable to the Company, providing that for the Lockup Period (as defined below) applicable to such registration statement, such Holder shall not, directly or
Restrictions on Transfer of Registrable Securities. The Holder agrees that, at the request of the managing underwriter (the "Managing Underwriter") for a public offering of the Company's securities, the undersigned will enter into an agreement with such Managing Underwriter pursuant to which the undersigned shall agree (i) not to sell, transfer, convey or otherwise dispose of any of the securities of the Company owned by the undersigned, including but not limited to the Registrable Securities, whether by registration or otherwise, for a period of 24 months after the date the Company's registration statement relating to said underwritten public offering becomes or is declared effective by the Commission, without the prior written consent of said Managing Underwriter, and furthermore, that by execution of the signature page of this Registration Rights Agreement, the undersigned hereby appoints the directors and officers of the Company, and each of them acting in the absence of the others, with full power of substitution, as attorney-in-fact to execute an agreement with the Managing Underwriter to the effect set forth above, in the event the undersigned, upon the request of the Managing Underwriter, fails or refuses to execute such an agreement with the Managing Underwriter after a reasonable period of time following such request.
Restrictions on Transfer of Registrable Securities. Notwithstanding anything to the contrary contained herein, except in the case of (i) a transfer to the Company or (ii) a Public Offering, prior to transferring any Registrable Securities to any Person (including, without limitation, by operation of Law), the transferring holder will cause the prospective transferee to execute and deliver to the Company a Joinder agreeing to be bound by the terms of this Agreement. Any transfer or attempted transfer of any Registrable Securities in violation of any provision of this Agreement will be void, and the Company will not record such transfer on its books or treat any purported transferee of such Registrable Securities as the owner thereof for any purpose.
Restrictions on Transfer of Registrable Securities. Notwithstanding any other provision of this Agreement and without prejudice to any other rights or remedies the Company may have with respect to the Investor, if the Investor transfers any Registrable Securities, or any interest therein, in violation of Section 5.3 of the Subscription Agreement, the obligations of the Company under this Section 2.1 shall terminate with respect to such Registrable Securities.
Restrictions on Transfer of Registrable Securities. The Holder agrees that he will not sell or transfer any of the Registrable Securities for a period of thirteen (13) months from the effective date (the "Effective Date") of the registration statement pursuant to which its Registrable Securities have been registered in an offering (i) without the prior written consent of the Placement Agent if the Placement Agent is a member firm of the National Association of Securities Dealers, Inc. (the "NASD") or another self-regulatory organization at the time of the Effective Date, or (ii) without the prior written consent of the underwriter of such offering if the Placement Agent is not a member firm of the NASD or another self-regulatory organization at the time of the Effective Date.
Restrictions on Transfer of Registrable Securities. The Holder agrees that he will not sell, transfer, assign, hypothecate or otherwise dispose of any of the Registrable Securities for a period of twenty-four (24) months from the effective date of the registration statement pursuant to which its Registrable Securities have been registered without the prior written consent of the Underwriter of the Company's initial public offering.
