April 15, 2008 Dot VN, Inc.
EXHIBIT
10.19
April
15,
2008
0000
Xxxxxx Xxxxxx, Xxxxx 000
Xxx
Xxxxx, Xxxxxxxxxx 00000
Ladies
and Gentlemen:
As
a
holder (a “Holder”) of common stock, par value $0.001 per share (the “Common
Stock”) of Dot VN, Inc., a Delaware corporation (the “Company”), and in
connection with the Company’s pending S-1 Registration Statement and consistent
with the requirements of Section 16 of the Securities Exchange Act of 1934,
for
good and valuable consideration, the receipt and sufficiency of which are
acknowledged, the undersigned agrees that the undersigned will not offer, sell,
contract to sell, grant an option to purchase, or otherwise dispose of any
shares of Common Stock until April 15, 2009.
Subject
to the terms and conditions hereof, the undersigned authorizes the Company
to
cause its transfer agent to decline to transfer and/or to note stop transfer
restrictions on the transfer books and records of the Company with respect
to
any shares of Common Stock and any securities convertible into, exercisable,
or
exchangeable for Common Stock for which the undersigned is the record holder
and, in the case of any such share or securities for which the undersigned
is
the beneficial but not the record holder, agrees to cause the record holder
to
cause the transfer agent to decline to transfer and/or to note stop transfer
restrictions on such books and records with respect to such shares or
securities.
The
undersigned hereby represents and warrants that the undersigned has full power
and authority to enter into the agreements set forth herein, and that, upon
request, the undersigned will execute any additional documents necessary in
connection with enforcement hereof.
This
Lock-Up Agreement shall be governed by and construed in accordance with the
laws
of the State of Delaware without giving effect to its conflicts of laws
principles.
This
Lock-Up Agreement may be executed in any number of counterparts and by different
parties hereto in separate counterparts, each of which when so executed and
delivered shall be deemed to be an original and all of which counterparts taken
together shall constitute but one and the same instrument. This Lock-Up
Agreement may be executed by facsimile signatures.
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Very
truly yours,
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/s/
Xxx
Xxxxxxx
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Name:
Xxx Xxxxxxx
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Shares
owned: 9,595,417
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Beneficial
shares: -0-
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Accepted,
Acknowledged and Agreed to by:
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By: /s/
Xxxxx X.
Xxxxx
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Name: Xxxxx
X. Xxxxx
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Title:
Corporate Secretary and Director
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