Common use of Standoff Agreement Clause in Contracts

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial public offering of the Company's securities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time of the public offering.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial public offering of the Company's securitiessecurities that, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Registrable Securities 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 underwriters, provided that the officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCompany enter into similar agreements.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial registered public offering offerings of the Company's securitiesCorporation’s securities for 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, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any 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 underwriters, provided that the officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCorporation who own stock of the Corporation also agree to such restrictions.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial registered public offering offerings of the CompanyCorporation's securitiessecurities for the account of the Corporation, upon request of the Company Corporation or the underwriters managing any underwritten offering of the CompanyCorporation's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any 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 underwriters, provided, that the officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCorporation who own stock of the Corporation also agree to such restrictions.

Standoff Agreement. Each Holder agrees, provided agrees that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8if, in connection with the Company's initial public a secondary offering of the Company's securitiessecurities after 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, (i) not to sell, make any short sale of, pledge, loan, grant any option for the purchase of, or otherwise dispose of any 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 underwriters and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by Company or the underwriters at the time underwriters, provided that each member of the public offeringControlling Shareholder Group and each officer and director of the Company also agree to such restrictions with respect to all securities of the Company held by such Person.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the ------------------ Company's initial public offering of the Company's securitiesthat, upon request of the Company or the underwriters managing any such underwritten initial public offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 underwriters and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time of the public offeringCompany or such managing underwriters.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the Company's initial public offering of the Company's securitiessecurities that, upon request of the Company or the underwriters managing any underwritten initial public offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 underwriters Company or such managing underwriters; provided, however, that the officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCompany who own stock of the Company also agree to such restrictions.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the Company's initial public offering ------------------ registration of the Company's securitiessecurities that, upon request of the Company or the underwriters managing any underwritten initial public offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 underwriters Company or such managing underwriters; provided, however, that the officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCompany who own stock of the Company also agree to such restrictions.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial registered public offering offerings of the Company's securitiesCorporation’s securities for 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, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any 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 underwriters, provided, that the officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCorporation who own stock of the Corporation also agree to such restrictions.

Standoff Agreement. Each Holder agrees, provided agrees that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial underwritten public offering of the Company's securities, upon request of the Company or the underwriters managing any such initial underwritten public offering of the Company's securities, (i) each Holder shall not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Registrable Securities 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 and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time of the public offeringunderwriters.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company The Holders agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial public offering any ------------------ registration of the Company's securities, 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, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Registrable Securities 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 underwriters and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time of the public offeringCompany or such managing underwriters.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the Company's ------------------ initial public offering registration of the Company's securitiessecurities that, upon request of the Company or the underwriters managing any underwritten initial public offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 underwriters Company or such managing underwriters; provided, however, that the officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCompany who own stock of the Company also agree to such restrictions.

Standoff Agreement. Each Holder agrees, provided agrees that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with ------------------ the Company's initial underwritten public offering of the Company's securities, upon request of the Company or the underwriters managing any such initial underwritten public offering of the Company's securities, (i) each Holder shall not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Registrable Securities 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 and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time of the public offeringunderwriters.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial registered public offering offerings of the Company's securitiesCorporation’s securities for 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, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any 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 underwriters, provided, that the officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCorporation who own stock of the Corporation also agree to such restrictions.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the Company's initial public offering of the Company's securitiesIPO that, upon request of the Company or the underwriters managing any underwritten offering of the Company's ’s securities, (i) 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 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 such managing underwriters, provided that each of the underwriters Company’s directors and officers and each of the Company’s stockholders that holds one percent (ii1%) further or more of the shares of the Company’s then outstanding capital stock agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time of the public offeringsame terms.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the Company's initial public offering of the Company's securities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 all directors, officers and one percent (ii1%) further agrees stockholders are subject to execute any agreement reflecting (i) above as may be requested by the underwriters at the time of the public offeringa similar standoff agreement.

Standoff Agreement. Each Holder agrees, provided that the officers and directors The Holders agree in connection with any registration of the Company agree s securities, which include, without limitation, Shares to be bound sold by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial public offering of the Company's securitiesHolders, upon request of the Company or the underwriters managing any underwritten offering of the Company's Company s securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Registrable Securities 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 underwriters and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time of the public offeringCompany or such managing underwriters.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the Company's initial underwritten public offering of the Company's ’s securities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securitiessuch offering, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any 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 Company or such managing underwriters; provided, however, that each of the Company’s officers and (ii) further agrees directors shall have agreed to execute any agreement reflecting (i) above as may be requested bound by the underwriters at the time of the public offeringsame restrictions.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial public offering so long as such Holder holds at least one percent (1%) of the Company's securities, outstanding voting equity securities and upon request of the Company or the underwriters managing any each of the first three underwritten offering public offerings of the Company's securities, (i) securities not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Registrable Securities equity 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 a registration statement relating to such registration underwritten public offerings as may be requested by the underwriters underwriters; provided, that the officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCompany who own stock of the Company also agree to such restrictions.

Standoff Agreement. Each Holder agrees, provided agrees that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial public offering of the Company's securities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCompany who own stock of the Company also agree to such restrictions.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, Shareholder agrees in connection with the Companycompany's initial public offering of the Company's securitiessecurities in the United States, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Registrable Securities 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 and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time of the public offeringunderwriters.

Standoff Agreement. Each Holder Lender agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's ’s initial public offering of the Company's its equity securities, and upon request of the Company or the underwriters managing any underwritten offering of the Company's securitiessuch offering, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any Registrable shares of the 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 underwriters Company or such underwriters; provided, that the officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCompany who own stock of the Company also agree to such restrictions.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the ------------------ Company's initial public offering of the Company's securitiessecurities that, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCompany who 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.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the Company's initial underwritten public offering of the Company's securities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securitiessuch offering, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any 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 Company or such managing underwriters; provided, however, that each of the Company's officers and (ii) further agrees directors shall have agreed to execute any agreement reflecting (i) above as may be requested bound by the underwriters at the time of the public offeringsame restrictions.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the Company's initial public offering any registration of the Company's securities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, of or otherwise dispose of any 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 Company or such underwriters, provided that each of the Company's officers and (ii) further agrees directors shall have agreed to execute any agreement reflecting (i) above as may be requested bound by the underwriters at the time of the same restrictions in connection with such public offering.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the Company's initial public offering of the Company's securities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCompany who 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.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, Shareholder agrees in connection with the Company's initial public offering of the Company's securitiessecurities in the United States, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time of the public offeringunderwriters.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the Company's initial public offering any ------------------ registration of the Company's securitiessecurities that, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 underwriters Company or such managing underwriters; provided, that the -------- officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCompany who own stock of the Company also agree to such restrictions.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company The Holders agree to be bound by terms substantially identical to those contained in this Section 3.8, in connection with the Company's initial a ------------------ public offering of the Company's securitiessecurities in which such Holder is participating, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 such restrictions are also imposed on each other Selling Shareholder in such public offering, including any officers and (ii) further agrees to execute any agreement reflecting (i) above as may be requested by the underwriters at the time directors of the public offeringCompany.

Standoff Agreement. Each Holder agrees, provided that the officers and directors of the Company agree to be bound by terms substantially identical to those contained in this Section 3.8, agrees in connection with the Company's initial public offering Qualified Public Offering of the Company's securities, upon request of the Company or the underwriters managing any underwritten offering of the Company's securities, (i) not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any 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 and (ii) further agrees underwriters, provided that the Company shall use its best efforts to execute any agreement reflecting (i) above as may be requested by the underwriters at the time obtain similar agreements from each of the public offeringCompany's officers, directors and holders of one percent (1%) or more of the Company's stock (on an as-converted basis).