HYSEQ, INC.
LOCK-UP AGREEMENT
June 11, 1997
Xxxxxx Brothers, Inc.
Xxxxxx Xxxxxxx & Co. Incorporated
Xxxxxxxxxx & Co. Inc.
c/o Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx
000 Xxxx Xxxx Xxxx
Xxxx Xxxx, XX 00000-0000
Attention: Xxx X. Xxxx
Ladies and Gentlemen:
The undersigned understands that you, as representatives (the
"Representatives") of the several underwriters (the "Underwriters"), propose to
enter into an Underwriting Agreement with Hyseq, Inc. (the "Company") providing
for the public offering (the "Public Offering") by the several Underwriters,
including yourselves, of common stock of the Company (the "Common Stock").
In consideration of the Underwriters' agreement to purchase and make the
Public Offering of the Company's Common Stock, and for other good and valuable
consideration receipt of which is hereby acknowledged, the undersigned hereby
agrees, during the period ending one hundred eighty (180) days after the date of
the final Prospectus for the Public Offering (the "Lock-up Period"), not to (1)
offer, pledge, sell, contract to sell, engage in any short sale, sell any option
or contract to purchase, purchase any option or contract to sell, grant any
option, right or warrant to purchase, or otherwise transfer or dispose of,
directly or indirectly, any shares of Common Stock or any securities convertible
into or exercisable or exchangeable for Common Stock or (2) enter into any swap
or similar agreement that transfers, in whole or in part, the economic risk of
ownership of the Common Stock, whether any such transaction described in clause
(1) or (2) above is to be settled by delivery of Common Stock or such other
securities, in cash or otherwise, otherwise than (i) as a bona fide gift or
gifts, (ii) by will or intestacy to the undersigned's immediate family or to a
trust the beneficiaries of which are exclusively the undersigned and/or a member
or members of his or her immediate family, (iii) as a distribution to limited
partners or shareholders of the undersigned, (iv) as a purchase of shares by the
undersigned on the open market or the sale of such shares, or (v) with the prior
written consent of Xxxxxx Brothers, Inc. In addition, the undersigned agrees
that, without the prior written consent of Xxxxxx Brothers, Inc. on behalf of
the Underwriters, it will not, during the Lock-up Period, make any demand for or
exercise any right with respect to, the registration of any shares of Common
Stock or any security convertible into or exercisable or exchangeable for Common
Stock.
The undersigned confirms that the agreements of the undersigned are
irrevocable and shall be binding upon the undersigned's legal representatives,
successors and assigns. The undersigned agrees and consents to the entry of
stop transfer instructions with the Company's transfer agent against the
transfer of securities of the Company held by the undersigned except in
compliance with the terms and conditions of this Agreement.
This Agreement shall terminate and be of no further effect if the
Registration Statement for the Public Offering is not declared effective by the
Securities and Exchange Commission by October 31, 1997.
Very truly yours,
/s/ Xxxxx Xxxxxxx
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(Signature)
Xxxxx Xxxxxxx
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(Print Name if an Entity)
Vice President
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(Print Title if an Entity)
