February 5, 2007
February
5, 2007
VIA
U.S. MAIL
Xxxxx
Xxxxxxx
Freedom
Financial Holdings, Inc.
0000
Xxxxxxxxxxx Xxx, Xxxxx X
Xxxx
Xxxxx, Xxxxxxx 00000
| Re: |
Amended
Lock-Up Agreement
|
Dear
Xx.
Xxxxxxx:
I
am a
shareholder of Freedom Financial
Holdings, Inc., a Maryland corporation (the “Company”). I am the holder of
________ (______) shares of common stock of the Company (the “Shares”). In May
2006 I agreed to the imposition of restrictions on the sale of the Shares for
a
period of one hundred twenty (120) days after the closing date of the
registration statement on Form SB-2 relating to the public offering of common
stock of the Company. I understand that the Company is preparing to file a
Form
SB-2 and that in connection with the filing the underwriter is requiring a
lock-up of the Shares for 360 days after the effective date of the registration
statement. I hereby agree that I will not, directly or indirectly, offer, sell,
grant any options to purchase, or otherwise dispose of any shares of Company
Common Stock without your prior written consent, except that I may transfer
any
number of such shares to my children, by gift or otherwise, provided that any
such shares will continue to be subject to the restrictions set forth in this
letter.
I
hereby
consent to the Company informing the transfer agent of the Company of these
restrictions and understand that a stop transfer order will be placed at the
transfer agent to enforce the terms and conditions of this letter. Further,
I
consent to the placement of a legend on the certificate as set
forth:
“THESE
SHARES ARE RESTRICTED BY A LETTER AGREEMENT DATED AS OF FEBRUARY 5, 2007, A
COPY
OF WHICH IS ON FILE WITH THE SECRETARY OF THE COMPANY.”
This
agreement shall be binding on the undersigned and its respective successors,
heirs, personal representatives, and assigns.
Very
truly yours,
By:
___________________________
