Common use of Standoff Agreement Clause in Contracts

Standoff Agreement. Each Holder agrees, in connection with the Company's initial public offering of the Company's securities that, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the underwriters, provided that the officers and directors of the Company enter into similar agreements.

Appears in 4 contracts

Samples: Agreement (Spectrx Inc), Registration Rights Agreement (Spectrx Inc), Preferred Stock Purchase Agreement (Spectrx Inc)

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Standoff Agreement. Each Holder agrees, in connection with the Company's initial registered public offering offerings of the Company's Corporation’s securities thatfor the account of the Corporation, upon request of the Company Corporation or the underwriters managing any underwritten offering of the Company's Corporation’s securities, not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company Corporation or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days180 days in the case of other public offerings) from the effective date of such registration as may be requested by the underwriters, provided that the officers and directors of the Company enter into similar agreementsCorporation who own stock of the Corporation also agree to such restrictions.

Appears in 3 contracts

Samples: Registration Rights Agreement (Bioject Medical Technologies Inc), Registration Rights Agreement (Bioject Medical Technologies Inc), Registration Rights Agreement (Bioject Medical Technologies Inc)

Standoff Agreement. Each Holder agrees, in connection with the Company's initial registered public offering offerings of the CompanyCorporation's securities thatfor the account of the Corporation, upon request of the Company Corporation or the underwriters managing any underwritten offering of the CompanyCorporation's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company Corporation or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days120 days in the case of other public offerings) from the effective date of such registration as may be requested by the underwriters, provided provided, that the officers and directors of the Company enter into similar agreementsCorporation who own stock of the Corporation also agree to such restrictions.

Appears in 3 contracts

Samples: Registration Rights Agreement (Bioject Medical Technologies Inc), Registration Rights Agreement (Bioject Medical Technologies Inc), Registration Rights Agreement (Bioject Medical Technologies Inc)

Standoff Agreement. Each Holder agrees, in connection with the Company's initial registered public offering offerings of the Company's Corporation’s securities thatfor the account of the Corporation, upon request of the Company Corporation or the underwriters managing any underwritten offering of the Company's Corporation’s securities, not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company Corporation or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days120 days in the case of other public offerings) from the effective date of such registration as may be requested by the underwriters, provided provided, that the officers and directors of the Company enter into similar agreementsCorporation who own stock of the Corporation also agree to such restrictions.

Appears in 2 contracts

Samples: Registration Rights Agreement (Bioject Medical Technologies Inc), Registration Rights Agreement (Bioject Medical Technologies Inc)

Standoff Agreement. Each Holder agreesagrees that if, in connection with the Company's initial public a secondary offering of the Company's securities thatafter the date hereof, upon request of the Company or the underwriters managing any underwritten the offering of so request, the Company's securitiesHolders shall not offer, not to sell, make any short sale of, pledge, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the such registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the Company or the underwriters, provided that each member of the officers Controlling Shareholder Group and directors each officer and director of the Company enter into similar agreementsalso agree to such restrictions with respect to all securities of the Company held by such Person.

Appears in 2 contracts

Samples: Registration Rights Agreement (Ramsay Youth Services Inc), Registration Rights Agreement (Ramsay Youth Services Inc)

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's initial public offering of the Company's securities that, upon request of the Company or the underwriters managing any underwritten initial public offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) days from the effective date of such registration registration) as may be requested by the Company or such managing underwriters; provided, provided however, that the officers and directors of the Company enter into similar agreementswho own stock of the Company also agree to such restrictions.

Appears in 2 contracts

Samples: Rights Agreement (PDF Solutions Inc), Rights Agreement (PDF Solutions Inc)

Standoff Agreement. Each Holder agrees, agrees in connection with the ------------------ Company's initial public offering of the Company's securities that, upon request of the Company or the underwriters managing any such underwritten initial public offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) days from the effective date of such registration registration) as may be requested by the Company or such managing underwriters, provided that the officers and directors of the Company enter into similar agreements.

Appears in 2 contracts

Samples: Rights Agreement (Preview Systems Inc), Rights Agreement (Preview Systems Inc)

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's initial public offering ------------------ registration of the Company's securities that, upon request of the Company or the underwriters managing any underwritten initial public offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) days from the effective date of such registration registration) as may be requested by the Company or such managing underwriters; provided, provided however, that the officers and directors of the Company enter into similar agreementswho own stock of the Company also agree to such restrictions.

Appears in 2 contracts

Samples: Registration Rights Agreement (Artisan Components Inc), Preferred Stock Purchase Agreement (TVN Entertainment Corp)

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's initial public offering any registration of the Company's securities thatsecurities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the Company or such underwriters, provided that each of the Company's officers and directors of shall have agreed to be bound by the Company enter into similar agreementssame restrictions in connection with such public offering.

Appears in 1 contract

Samples: Registration Rights Agreement (Telenor East Invest As)

Standoff Agreement. Each Holder agrees, agrees in connection with the ------------------ Company's initial public offering of the Company's securities that, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the underwriters; provided, provided that the officers and directors of the Company enter into similar agreementswho own stock of the Company and each holder of more than 1% of the outstanding shares of the Company's capital stock also agree to such restrictions.

Appears in 1 contract

Samples: Registration Rights Agreement (Microtune Inc)

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's initial underwritten public offering of the Company's securities that’s securities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securitiessuch offering, not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the Company or such managing underwriters; provided, provided however, that each of the Company’s officers and directors of shall have agreed to be bound by the Company enter into similar agreementssame restrictions.

Appears in 1 contract

Samples: Tessera Technologies Inc

Standoff Agreement. Each Holder agrees, in In connection with the Company's initial any public offering of the Company's securities thatsecurities, the Holder agrees, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the underwriters, ; provided that the officers and directors of the Company enter into similar agreements.who own stock of the Company and each holder representing at least one percent (1%) of the Company's outstanding voting securities also agrees to such restrictions. 1.16

Appears in 1 contract

Samples: Stockholder Rights Agreement (Hillman Co)

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's initial public offering of the Company's securities IPO that, upon request of the Company or the underwriters managing any underwritten offering of the Company's ’s securities, not to sell, make any short sale of, loan, pledge or otherwise hypothecate or encumber, grant any option for the purchase of, of or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (time, not to exceed one hundred eighty (180) days) days from the effective date of such registration registration, as may be requested by the such managing underwriters, provided that each of the Company’s directors and officers and directors each of the Company enter into similar agreementsCompany’s stockholders that holds one percent (1%) or more of the shares of the Company’s then outstanding capital stock agrees to the same terms.

Appears in 1 contract

Samples: Investor Rights Agreement (Yelp! Inc)

Standoff Agreement. Each Holder agrees, Shareholder agrees in connection with the Companycompany's initial public offering of the Company's securities thatin the United States, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the underwriters, provided that the officers and directors of the Company enter into similar agreements.

Appears in 1 contract

Samples: Shareholders' Rights Agreement (Warburg Pincus Equity Partners Lp)

Standoff Agreement. Each Holder Lender agrees, in connection with the Company's ’s initial public offering of the Company's securities thatits equity securities, and upon request of the Company or the underwriters managing any underwritten offering of the Company's securitiessuch offering, not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any Common Stock shares of the Company Securities (other than those included in the registration, if any) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the Company or such underwriters; provided, provided that the officers and directors of the Company enter into similar agreementswho own stock of the Company also agree to such restrictions.

Appears in 1 contract

Samples: Convertible Promissory Note

Standoff Agreement. Each Holder agrees, agrees that in connection with the Company's initial underwritten public offering of the Company's securities thatsecurities, upon request of the Company or the underwriters managing any such initial underwritten public offering of the Company's securities, each Holder shall not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock securities of the Company (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the underwriters, provided that the officers and directors of the Company enter into similar agreements.

Appears in 1 contract

Samples: Shareholder Rights Agreement (Visual Numerics Inc)

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's initial public offering any ------------------ registration of the Company's securities that, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) days from the effective date of such registration registration) as may be requested by the Company or such managing underwriters; provided, provided that the -------- officers and directors of the Company enter into similar agreementswho own stock of the Company also agree to such restrictions.

Appears in 1 contract

Samples: Rights Agreement (Neomagic Corp)

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's initial public offering Qualified Public Offering of the Company's securities thatsecurities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the underwriters, provided that the officers and directors Company shall use its best efforts to obtain similar agreements from each of the Company enter into similar agreementsCompany's officers, directors and holders of one percent (1%) or more of the Company's stock (on an as-converted basis).

Appears in 1 contract

Samples: Rights Agreement (Stentor Inc)

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Standoff Agreement. Each Holder agrees, agrees that in connection with ------------------ the Company's initial underwritten public offering of the Company's securities thatsecurities, upon request of the Company or the underwriters managing any such initial underwritten public offering of the Company's securities, each Holder shall not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock securities of the Company (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the underwriters, provided that the officers and directors of the Company enter into similar agreements.

Appears in 1 contract

Samples: Shareholder Rights Agreement (Visual Numerics Inc)

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's ------------------ initial public offering registration of the Company's securities that, upon request of the Company or the underwriters managing any underwritten initial public offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) days from the effective date of such registration registration) as may be requested by the Company or such managing underwriters; provided, provided however, that the officers and directors of the Company enter into similar agreementswho own stock of the Company also agree to such restrictions.

Appears in 1 contract

Samples: Rights Agreement (Netcentives Inc)

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's initial public offering of the Company's securities thatsecurities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the underwriters; provided, provided that the officers and directors of the Company enter into similar agreementswho own stock of the Company and all other holders of 5% or more of the Company's outstanding Common Stock equivalents also agree to such restrictions.

Appears in 1 contract

Samples: Investors Rights Agreement (Focal Inc)

Standoff Agreement. Each Holder agrees, The Holders agree in connection with the Company's initial public offering any ------------------ registration of the Company's securities thatsecurities, which include, without limitation, Shares to be sold by the Holders, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Shares (other than those included in the such registration) ), without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) 120 days) from the effective date of such registration as may be requested by the Company or such managing underwriters, provided that the officers and directors of the Company enter into similar agreements.

Appears in 1 contract

Samples: United States Filter Corp

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's initial public offering of the Company's securities thatsecurities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the underwriters, underwriters provided that the all directors, officers and directors of the Company enter into one percent (1%) stockholders are subject to a similar agreementsstandoff agreement.

Appears in 1 contract

Samples: Investors Rights Agreement (Triton Network Systems Inc)

Standoff Agreement. Each Holder agrees, in connection with the Company's initial registered public offering offerings of the Company's Corporation’s securities thatfor the account of the Corporation, upon request of the Company Corporation or the underwriters managing any underwritten offering of the Company's Corporation’s securities, not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company Corporation or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days180 days in the case of other public offerings) from the effective date of such registration as may be requested by the underwriters, provided provided, that the officers and directors of the Company enter into similar agreementsCorporation who own stock of the Corporation also agree to such restrictions.

Appears in 1 contract

Samples: Registration Rights Agreement (Bioject Medical Technologies Inc)

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's initial underwritten public offering of the Company's securities thatsecurities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securitiessuch offering, not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the Company or such managing underwriters; provided, provided however, that each of the Company's officers and directors of shall have agreed to be bound by the Company enter into similar agreementssame restrictions.

Appears in 1 contract

Samples: Registration Rights Agreement (Tessera Inc)

Standoff Agreement. Each Holder agrees, agrees that in connection with the Company's initial public offering of the Company's securities thatsecurities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the underwriters, ; provided that the officers and directors of the Company enter into similar agreementswho own stock of the Company also agree to such restrictions.

Appears in 1 contract

Samples: Stockholder Rights Agreement (Vnus Medical Technologies Inc)

Standoff Agreement. Each Holder agrees, Shareholder agrees in connection with the Company's initial public offering of the Company's securities thatin the United States, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as may be requested by the underwriters, provided that the officers and directors of the Company enter into similar agreements.

Appears in 1 contract

Samples: Rediff Communication (Rediff Communication LTD)

Standoff Agreement. Each Holder agrees, in connection with the Company's initial public offering of the Company's securities that, upon request of the ------------------ Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise transfer or dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such a period of time (not to exceed one hundred eighty (180) days) 180 days from the effective date of such registration as may be requested by the underwritersregistration, provided that the officers and directors of the Company enter into similar agreements.that:

Appears in 1 contract

Samples: Rights Agreement (Altus Medical Inc)

Standoff Agreement. Each Holder agrees, agrees in connection with the Company's initial public offering any registration of the Company's securities that, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase ofor, or otherwise dispose of any Common Stock of the Company Registrable Securities (other than those included in the registration) ), except in a private sale or transfer, without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) 180 days) from the effective date of such registration as may be requested by the Company or such managing underwriters, provided that the officers and directors of the Company enter into similar agreements.

Appears in 1 contract

Samples: Transfer and Registration Agreement (United States Filter Corp)

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