LOCK-UP AGREEMENT
Exhibit
10.16
China
Intelligent Lighting and
Electronics,
Inc. (f/k/a SKRP 22, Inc.)
Attn: President
WestPark
Capital, Inc.
0000
Xxxxxx xx xxx Xxxxx, Xxxxx 000
Xxx
Xxxxxxx, XX 00000
The undersigned is a security holder of
each of China Intelligent Lighting and Electronics, Inc. (f/k/a SKRP 22, Inc.)
(referred to herein as the “Company”).
The undersigned recognizes that it is
in the best financial interests of the Company and of the undersigned, as a
stockholder of the Company that the securities of the Company held by the
undersigned be subject to certain restrictions and hereby agrees as follows,
which shall supersede all prior agreements and understandings, both written and
oral, between the parties with respect to the subject matter of this
agreement:
Other than as set forth below, the
undersigned shall not: (a) sell, assign, exchange, transfer, pledge, distribute
or otherwise dispose of (i) any shares of the Common Stock of the Company held
by the undersigned or (ii) any interest (including, without limitation, an
option to buy or sell) in any such Common Stock, in whole or in part, and no
such attempted transfer shall be treated as effective for any purpose; or (b)
engage in any transaction in respect to any such Common Stock held by the
undersigned or any interest therein, the intent or effect of which is the
effective economic disposition of such shares (including, but not limited to,
engaging in put, call, short-sale, straddle or similar market transactions) (the
foregoing restrictions are referred to herein as “Lock-Up
Restrictions”).
The shares of the Company’s Common
Stock held by the undersigned shall be released from the Lock-Up Restrictions on
such date and/or dates and in such amounts that is equivalent to the date and/or
dates and released amounts of the lock-up restrictions imposed by WestPark
Capital, Inc. on investors in any private offering conducted by the Company
further to the share exchange agreement between the Company and the parent of an
operating entity, or any of its affiliates (the “Private
Offering”). WestPark Capital, Inc., in its discretion, may release
from the Lock-up Restrictions some or all the undersigned’s shares of the
Company’s Common Stock earlier than the release schedule as described above, but
only if the investors in the Private Offering receive the same early release or
if all of the shares sold in the Private Offering are no longer subject to any
similar Lock-Up restrictions.
The certificates evidencing Common
Stock of the Company held by the undersigned shall bear a legend as set forth
below (the “Lock-Up Legend”) and such Legend shall remain during the term of
this Lock-Up Agreement as set forth above:
THE
SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO TRANSFER RESTRICTIONS SET
FORTH IN THAT CERTAIN LOCK-UP AGREEMENT BY AND BETWEEN THE COMPANY, A DELAWARE
CORPORATION, AND THE HOLDER HEREOF (THE “LOCK-UP AGREEMENT”), AND MAY NOT BE
SOLD, ASSIGNED, EXCHANGED, TRANSFERRED, ENCUMBERED, PLEDGED, DISTRIBUTED OR
OTHERWISE DISPOSED OF PRIOR TO THAT CERTAIN TIME PERIOD DETAILED IN THE LOCK-UP
AGREEMENT. UPON SATISFACTION OF THE REQUIREMENTS SET FORTH HEREIN, THE ISSUER
AGREES TO REMOVE THIS RESTRICTIVE LEGEND (AND ANY STOP ORDER PLACED WITH THE
TRANSFER AGENT) UPON THE EXPIRATION OF THE TIME PERIOD SPECIFIED IN THE LOCK-UP
AGREEMENT. A COPY OF THE LOCK-UP AGREEMENT IS AVAILABLE FOR REVIEW AT
THE PRINCIPAL EXECUTIVE OFFICE OF THE ISSUER.
[SIGNATURE
PAGE TO FOLLOW]
- 2
-
IN WITNESS WHEREOF, the undersigned has
executed this Lock-Up Agreement as of the date indicated below.
Printed
Name of Holder
Signature
Date:
- 3
-
APPENDIX
TO EXHIBIT 10.16
Shareholders
subject to the Lock Up Agreement
Xxxxxx
Xxxxxxxxxxxx
Xxxxxx
Xxxxxx
WestPark
Financial Services, LLC
Xxxxxxx
Xxxxxxxxx
Xxxxxxx
Xxxxxxxxxxxx
Xxxxxx
Xxxxxxxxx Trust
Xxxxxx
Xxxxxxxxx Trust
Xxxxx
XxXxxxxx
Xxxxx
Xxxxx
The Xxxxx
Xxxxxxxxxxxx Trust dated 2/9/2000
The Xxxxx
X. Xxxxxxxx Trust dated 2/3/2000
