XXXXXXX XXXXXXX PROHIBITION; INDEMNITY. Until the earlier of the effectiveness of the Registration Statement or the date on which sales are permitted under Rule 144 of the Securities Act, the Subscriber hereby agrees to (i) refrain from (A) engaging in any transactions with respect to the capital stock of the Company or securities exercisable or convertible into or exchangeable for any shares of capital stock of the Company, and (B) entering into any transaction that would have the same effect, or entering into any swap, hedge or other arrangement that transfers, in whole or in part, any of the economic consequences of ownership of the capital stock of the Company and (ii) indemnify and hold harmless the Company and its respective officers and directors, employees, agents, sub-agents, advisors and affiliates and each other person, if any, who controls any of the foregoing, against any Loss arising out of or based upon any violation of this Section 8 by the Subscriber; provided, however, that such Subscriber shall not be liable for any Loss that in the aggregate exceeds the amount such Subscriber would receive if Subscriber were to sell the Securities on the date the amount of the Loss was determined (based on the closing price of a share of Common Stock on its principal market on such date).
Appears in 4 contracts
Samples: Subscription Agreement (Customer Acquisition Network Holdings, Inc.), Subscription Agreement (Customer Acquisition Network Holdings, Inc.), Subscription Agreement (Customer Acquisition Network Holdings, Inc.)
