Exhibit 10.25
LOCK-UP AGREEMENT
July 19, 2001
Renaissance US Growth & Income Trust PLC
BFSUS Special Opportunities Trust PLC
c/o Renaissance Capital Group, Inc.
0000 Xxxxx Xxxxxxx Xxxxxxxxxx, Xxxxx 000-XX-00
Xxxxxx, Xxxxx 00000
Re: Xxxxxx Corp.
Gentlemen:
The undersigned executive officer, of Xxxxxx Corp., a New York corporation
(the "Company"), owns _________ shares of common stock, $.01 per share ("Common
Stock"), of the Company and understands that you propose to enter into a
Convertible Loan Agreement, dated as of July 19, 2001 (the "Loan Agreement"),
with the Company providing for a convertible loan to the Company in the
aggregate principal amount of $500,000 (the "Loan"). In consideration for your
execution of the Loan Agreement, your providing the Loan and for other good and
valuable consideration, the receipt of which are hereby acknowledged, the
undersigned agrees with you that for a period beginning on the date of the Loan
Agreement and continuing to and including that date twelve (12) months after the
date of the Loan Agreement (the "Lock-Up Period"), the undersigned will not,
directly or indirectly, offer, sell, contract to sell, transfer, assign or
otherwise dispose of any shares of Common Stock beneficially owned or controlled
by the undersigned (including subsequently acquired shares or securities
convertible or exercisable into shares), without your prior written consent,
except for transfers to family members, family partnerships and trusts for the
benefit of family members or for estate planning purposes, provided that prior
to any such transfer, any such transferee shall have executed and delivered to
you a lock-up agreement substantially in the form of this Agreement for the
remaining period covered hereby. The undersigned agrees and consents to the
entry of stop transfer instructions with the Company's transfer agent against
any transfer of shares of Common Stock owned by the undersigned not in
compliance with this Lock-Up Agreement
Very truly yours,
/s/ _______________
Printed Name: ____________________
SCHEDULE SPECIFYING DETAILS OF
INDIVIDUAL LOCK-UP AGREEMENT
Person Executing Agreement Number Company Shares Owned
Xxxxxxx X. Xxxxxx 6,781,080
Xxxxx Xxxxxxxxx 6,981,080
Xxxxxxx X. Xxxxx 816,000