Exhibit 10.3
Xxxxx & Company, Inc.
000 Xxxxxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Ladies and Gentlemen:
In order to induce Xxxxx & Company, Inc. (the "Representative") and Log On
America, Inc. (together with its predecessors, successors and assigns, the
"Company") to enter into an underwriting agreement with respect to the public
offering of securities issued by the Company, the undersigned hereby agrees that
for a period of twelve (12) months following the effective date of the Company's
Registration Statement relating to the underwritten public offering of
securities by the Company (the "Lock-up Period"), he, she or it will not,
without the prior written consent of the Representative and the Company,
directly or indirectly, issue, offer, agree or offer to sell, sell, grant an
option for the purchase or sale of, transfer, pledge, assign, hypothecate,
distribute or otherwise encumber or dispose of (whether pursuant to Rule 144 of
the General Rules and Regulations under the Securities Act of 1933, as amended,
or otherwise) any securities of the Company, including common stock or options,
rights, warrants or other securities underlying, convertible into, exchangeable
or exercisable for or evidencing any right to purchase or subscribe for any
common stock (whether or not beneficially owned by the undersigned), or any
beneficial interest therein (collectively, the "Securities").
In addition, the undersigned hereby waives, from the date hereof until the
expiration of the Lock-up Period, any and all rights to request or demand the
registration pursuant to the Securities Act of 1933, as amended, of any
Securities of the Company which are registered in the name of or beneficially
owned by the undersigned.
In order to enable the aforesaid convenants to be enforced, the
undersigned hereby consents to the placing of legends and/or stop-transfer
orders with the transfer agent of the Company's securities with respect to any
of the Securities registered in the name of the undersigned or beneficially
owned by the undersigned.
Dated: ___________________, 1999
____________________________
Signature
____________________________
Print Name
____________________________
Print Address
____________________________
Print Social Security Number
or Taxpayer I.D. Number
