Lockup Agreement Sample Contracts

EXHIBIT 10.9
Lockup Agreement • June 28th, 2011 • Red Mountain Resources, Inc. • Services-prepackaged software
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CanniMed Therapeutics Inc.
Lockup Agreement • February 9th, 2018 • Aurora Cannabis Inc • Aurora
LOCKUP AGREEMENT
Lockup Agreement • April 11th, 2011 • Ads in Motion, Inc. • Services-advertising • New York

THIS LOCKUP AGREEMENT (the “Agreement”) is made as of the 8th day of February, 2011, by Mitchell Glatt (“Holder”) in connection with his ownership of shares of Ads In Motion, Inc., a Delaware corporation (the “Company”). Capitalized terms not defined herein shall have the same meaning ascribed to such terms in that certain Securities Purchase Agreement dated as of the date hereof by and among the Company and the purchasers signatory thereto (the “Purchase Agreement”).

LOCKUP AGREEMENT
Lockup Agreement • June 21st, 2010 • Dragon Acquisition CORP • Land subdividers & developers (no cemeteries) • New York

This AGREEMENT (the “Agreement”) is made as of April 14, 2010 by the undersigned (“Holder”), in connection with its ownership of shares of Dragon Acquisition Corporation, a Cayman Islands company (the “Company”). Capital terms used and not otherwise defined herein shall have the respective meanings set forth in the Subscription Agreement of the Company, dated as of April 14, 2010, and its attachments thereto.

RECITALS:
Lockup Agreement • January 21st, 2003 • Eworldmedia Holdings Inc • Wholesale-industrial machinery & equipment • Utah
LOCKUP AGREEMENT
Lockup Agreement • March 26th, 2003 • Motorola Inc • Radio & tv broadcasting & communications equipment • Delaware

This Lockup Agreement ("Agreement") by and between Spencer F. Segura Family Trust ("Seller") and Motorola, Inc. ("Motorola") sets out the terms and conditions of the agreement by Seller to tender 117,267 shares of common stock, par value $0.01, (the "Shares") of Next Level Communications, Inc. ("Next Level") pursuant to the Offer (as defined below) made by Motorola, Inc. ("Motorola").

FORM OF LOCKUP AGREEMENT
Lockup Agreement • October 22nd, 2018 • Liu Qianye • Pharmaceutical preparations • Delaware

The undersigned (the “Stockholder”) understands that: (i) Versartis Inc., a Delaware corporation (“Versartis” or “Parent”), has entered into an Agreement and Plan of Merger and Reorganization, dated as of June 3, 2018 (the “Merger Agreement”), with Aravive Biologics, Inc., a Delaware corporation (the “Company”) and Velo Merger Sub, Inc., a Delaware corporation (“Merger Sub”), pursuant to which Merger Sub will be merged with and into the Company (the “Merger”) and the separate corporate existence of Merger Sub will cease and the Company will continue as the surviving corporation; and (ii) in connection with the Merger, stockholders of the Company will receive shares of Parent Common Stock. Capitalized terms used but not otherwise defined in this letter agreement will have the meanings ascribed to such terms in the Merger Agreement. This letter agreement shall not be effective until the effective time of the Merger (the “Effective Time”).

LOCKUP AGREEMENT
Lockup Agreement • November 9th, 2010 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York

This Lockup Agreement is being executed and delivered as of September 20, 2010 by Barry Zyskind (the “Shareholder”) in favor of and for the benefit of Maiden Holdings Ltd., a Bermuda company (the “Company”).

LOCKUP AGREEMENT
Lockup Agreement • June 14th, 2011 • Brainy Brands Company, Inc. • Agricultural production-crops • New York

This AGREEMENT (the "Agreement") is made as of the 18th day of April, 2011, by the holder identified on the signature page hereto ("Holder"), maintaining an address at c/o The Brainy Brands Company, Inc., 460 Brogdon Road, Suite 400, Suwanee, GA 30024, facsimile: (678) 762-1122, in connection with her ownership of shares of The Brainy Brands Company, Inc., a Delaware corporation (the "Company").

November , 2002
Lockup Agreement • November 20th, 2002 • Sanderling Venture Partners v Co Investment Fund Lp • In vitro & in vivo diagnostic substances

The undersigned understands that ISTA Pharmaceuticals, Inc., a Delaware corporation (the "Company"), has entered into the Common Stock and Warrant Purchase Agreement, dated as of September 19, 2002 (the "Purchase Agreement"), with the investors listed on Exhibit A thereto (the "Investors"), pursuant to which the Company has agreed, subject to the terms and conditions of the Purchase Agreement, to issue and sell to the Investors, and the Investors have agreed to purchase from the Company, shares of the Company's Common Stock and warrants to purchase Common Stock (the "PIPE Financing"). The undersigned further understands that the Company has agreed to use its reasonable efforts to enter into this letter agreement with the undersigned (the "Lockup Agreement") as a condition to consummating the PIPE Financing.

LOCKUP AGREEMENT
Lockup Agreement • February 9th, 2022 • Bond Capital Associates, LLC • Fire, marine & casualty insurance • Delaware

This Lockup Agreement is dated as of August 2, 2021 and is between Hippo Holdings Inc., a Delaware corporation (the “Company”) (f/k/a Reinvent Technology Partners Z, a Cayman Islands exempted company limited by shares prior to its domestication as a Delaware corporation), and each of the stockholder parties identified on Exhibit A hereto and the other Persons who enter into a joinder to this Agreement substantially in the form of Exhibit B hereto with the Company in order to become a “Stockholder Party” for purposes of this Agreement (collectively, the “Stockholder Parties”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Merger Agreement (as defined below).

EX-4.1 4 c21980exv4w1.htm FORM OF LOCKUP AGREEMENT
Lockup Agreement • May 5th, 2020 • Delaware

Exhibit 4.1 LOCKUP AGREEMENT LOCKUP AGREEMENT, dated as of , 2007 by and among Federal-Mogul Corporation, a Delaware corporation (the “Company”), Federal-Mogul U.S. Asbestos Personal Injury Trust (individually and collectively with its Affiliates and permitted successors and assigns, the “Trust”) and Thornwood Associates Limited Partnership (individually and collectively with its Affiliates and successors and permitted assigns, the “Class A Stockholder”). RECITALS: WHEREAS, on October 1, 2001, the Company and certain of its affiliates (collectively, the “Debtors”) filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”); WHEREAS, on 2007, the Bankruptcy Court entered an order confirming the Joint Plan of Reorganization (the “Plan”) of the Debtors; WHEREAS, the Plan, among other things, provides that the Company, as reorganized pursuant to the Plan, shall on the

Lockup Agreement SOLAR SENIOR CAPITAL LTD. Public Offering of Common Stock
Lockup Agreement • March 11th, 2011 • Solar Senior Capital Ltd.
DAVID E. NELSON 528 East 14th Avenue SALT LAKE CITY, UTAH 84103 SANGUINE CORPORATION LOCKUP AGREEMENT Date: June 2, 2000 Sanguine Corporation 101 Green Street, Suite 11 Pasadena, CA 91105 Dear Dr. Drees, The undersigned understands that Sanguine...
Lockup Agreement • September 15th, 2000 • Sanguine Corp • In vitro & in vivo diagnostic substances

The undersigned understands that Sanguine Corporation, a Nevada Corporation (the "Company") intends to conduct a private offering of its Common Stock through Laidlaw Global Securities, Inc. ("Laidlaw"). The undersigned recognizes the benefits which the Company will derive from the offering. For and in consideration of the Company's willingness to register the shares of Common Stock, and other consideration, the undersigned hereby agrees as follows:

EXHIBIT A LIST OF SHAREHOLDER PARTIES TO AGREEMENT
Lockup Agreement • November 13th, 2006 • Aerobic Creations, Inc. • Services-motion picture & video tape distribution • New York
LOCKUP AGREEMENT
Lockup Agreement • January 25th, 2021 • Isun, Inc. • Semiconductors & related devices • Delaware

This Lockup Agreement (this “Agreement”) is made and entered into as of January 19, 2021, by and between The Peck Company Holdings, Inc., a Delaware corporation (“Peck”), and the person set forth on the signature page attached hereto (“Stockholder”). Each capitalized term used, but not otherwise defined, herein has the respective meaning ascribed to such term in the Agreement and Plan of Merger, dated as of January 19, 2021, by and among Peck, iSun Energy LLC, a Delaware limited liability company (“iSun”), Sassoon M. Peress, and Peck Mercury, Inc., a Delaware corporation (the “Merger Agreement”).

LOCKUP AGREEMENT
Lockup Agreement • July 13th, 2012 • EcoReady Corp • Miscellaneous electrical machinery, equipment & supplies • New York

This LOCK-UP AGREEMENT (the “Agreement”) is made as of this 29th day of April, 2011, by and among BlueFish Group, Inc. (the “Holder”), EcoReady Corporation, a Florida corporation (the “Company”), Whalehaven Capital Fund Limited (“Whalehaven”), Alpha Capital Anstalt (“Alpha Capital”), and Chestnut Ridge Capital LLC, a (“Chestnut Ridge,” and together with Whalehaven and Alpha Capital, the “Investor Group”), in connection with the Holder’s ownership of shares of the Company’s common stock.

LOCKUP AGREEMENT
Lockup Agreement • May 21st, 2007 • Primedia Inc • Periodicals: publishing or publishing & printing • New York

THIS LOCKUP AGREEMENT (this “Agreement”) is made and entered into as of May 13, 2007, by and among Source Interlink Companies, Inc., a Delaware corporation (“Source”), and the undersigned stockholder (“Stockholder”) of the company.

LOCKUP AGREEMENT
Lockup Agreement • October 5th, 2021 • Isun, Inc. • Semiconductors & related devices • Delaware

This Lockup Agreement (this “Agreement”) is made and entered into as of September __, 2021, by and between iSun, Inc., a Delaware corporation (“iSun”), and the person set forth on the signature page attached hereto (“Stockholder”). Each capitalized term used, but not otherwise defined, herein has the respective meaning ascribed to such term in the Agreement and Plan of Merger, dated as of September , 2021, by and among iSun, iSun Residential Merger Sub, Inc., a Vermont corporation and wholly-owned subsidiary of iSun Residential, Inc., a Delaware corporation and wholly-owned subsidiary of iSun, SolarCommunities, Inc., a Vermont benefit corporation, Jeffrey Irish, James Moore, and Duane Peterson, as Shareholder Representative Group (the “Merger Agreement”).

LOCKUP AGREEMENT [Form for Company Founders]
Lockup Agreement • July 7th, 2021 • dMY Technology Group, Inc. IV • Blank checks • Delaware

This Lockup Agreement is dated as of [•], 202[•] and is between [PUBCO]1, a Delaware corporation (the “Company”) (f/k/a dMY Technology Group, Inc. IV), dMY Sponsor IV, LLC, a Delaware limited liability company (the “Sponsor”), each of the stockholder parties identified on Exhibit A hereto and the other Persons who enter into a joinder to this Agreement substantially in the form of Exhibit B hereto with the Company in order to become a “Stockholder Party” for purposes of this Agreement (the foregoing Persons other than the Sponsor collectively, the “Stockholder Parties”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Merger Agreement (as defined below).

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LOCKUP AGREEMENT
Lockup Agreement • October 19th, 2023 • NKGen Biotech, Inc. • Biological products, (no disgnostic substances) • Delaware

This Lockup Agreement is dated as of [·], 2023 and is between (i) Graf Acquisition Corp. IV, a Delaware corporation (“Acquiror”), (ii) each holder of 5% or more of the shares of Fully Diluted Company Common Stock as of the date of the Merger Agreement (as defined below) each Company Management Holder that holds Equity Securities (as defined below) of the Company set forth in Exhibit A hereto and (iii) the other Persons who enter into a joinder to this Agreement substantially in the form of Exhibit B hereto with Acquiror in order to become a “Stockholder Party” for purposes of this Agreement (the foregoing Persons other than Acquiror collectively, the “Stockholder Parties”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Merger Agreement (as defined below).

LOCKUP AGREEMENT
Lockup Agreement • October 7th, 2021 • Omnichannel Acquisition Corp. • Fire, marine & casualty insurance • Delaware

This Lockup Agreement is dated as of July 19, 2021 and is between Omnichannel Acquisition Corp., a Delaware corporation (the “Company”) and each of the parties identified on Exhibit A hereto and the other Persons who enter into a joinder to this Agreement substantially in the form of Exhibit B hereto with the Company in order to become a “Stockholder Party” for purposes of this Agreement (collectively, the “Stockholder Parties”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Business Combination Agreement (as defined below).

LOCKUP AGREEMENT
Lockup Agreement • April 26th, 2012 • Medical Hospitality Group, Inc. • Real estate investment trusts • Maryland

THIS LOCKUP AGREEMENT (the "Agreement") is entered into as March 15, 2011 (the Effective Date”) by and between James D. Boston (the "Shareholder") and Medical Hospitality Group, Inc., a Maryland corporation (the "Company").

LOCKUP AGREEMENT
Lockup Agreement • March 26th, 2021 • Experience Investment Corp. • Services-business services, nec • Delaware

This Lockup Agreement (this “Agreement”), dated as of [___________], 2021, is entered into by and among Experience Investment Corp., a Delaware corporation (“Acquiror”), BLADE Urban Air Mobility, Inc., a Delaware corporation (the “Company”) and [____________] (the “Holder”).

FORM OF LOCKUP AGREEMENT
Lockup Agreement • October 19th, 2006 • Global Telecom & Technology, Inc. • Blank checks • Virginia

Reference is made to the Stock Purchase, dated May 23, 2006 (the “Stock Purchase Agreement”), by and among Mercator Partners Acquisition Corp., Ltd., a Delaware corporation (“Buyer”), Global Internetworking, Inc., a Virginia corporation (“Company”), and each of the following persons: D. Michael Keenan (“Keenan”), Todd J. Vecchio (“Vecchio”), and Raymond E. Wiseman (“Wiseman”), such persons being all of the stockholders of the Company (each a “Stockholder” and, collectively, the “Stockholders”). Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Stock Purchase Agreement.

AMENDED AND RESTATED LOCKUP AGREEMENT
Lockup Agreement • November 4th, 2010 • China Yongxin Pharmaceuticals Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York

This AMENDED AND RESTATED LOCKUP AGREEMENT (the "Agreement") is made as of the ____ day of May, 2010, by ______________ ("Holder"), maintaining an address at c/o China Yongxin Pharmaceuticals Inc., 927 Canada Court, City of Industry, CA 91748, Attn: Yongxin Liu, CEO, facsimile: (626) 581-9138, in connection with his ownership of shares of China Yongxin Pharmaceuticals Inc., a Delaware corporation (the "Company").

LOCKUP AGREEMENT
Lockup Agreement • November 12th, 2014 • PishPosh, Inc. • New York

This AGREEMENT (the "Agreement") is made as of the _____________, 2014, by __________ ("Holder"), maintaining an address at _________________________________, in connection with his ownership of shares of PishPosh, Inc., a Nevada corporation (the "Company").

LOCKUP AGREEMENT
Lockup Agreement • October 27th, 2009 • Emerald Acquisition CORP • Blank checks • New York

This AGREEMENT (the “Agreement”) is made as of the date set forth on the signature page of this Agreement by Proud Glory Limited (“Holder”), maintaining an address at P.O. Box 957 Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands, in connection with its ownership of shares of Emerald Acquisition Corporation, a Cayman Islands corporation (the “Company”). Capital terms used and not otherwise defined herein shall have the respective meanings set for in the Private Placement Memorandum of the Company, dated as of October 1, 2009, and its attachments thereto (the “Memorandum”).

LOCKUP AGREEMENT
Lockup Agreement • September 19th, 2007 • Planetlink Communications Inc • Retail-radio, tv & consumer electronics stores

This LOCKUP AGREEMENT is made as of the 18th day of September 2007, by James Crane (the “Holder”), in connection with his ownership of shares of common stock of PlanetLink Communications, Inc. (the “Company”).

LOCKUP AGREEMENT
Lockup Agreement • August 26th, 2021 • Platzer Peter • Communications services, nec • Delaware

THIS LOCKUP AGREEMENT (this “Agreement”) is entered into as of August 16, 2021, by and among Spire Global, Inc., a Delaware corporation (the “Company”) and Peter Platzer (the “Holder”).

LOCKUP AGREEMENT
Lockup Agreement • April 16th, 2012 • High Plains Gas, Inc. • Metal mining • Nevada

THIS AGREEMENT (this "Agreement") is made and entered as of November 18, 2011 by and between High Plains Gas, Inc., a Nevada corporation ("HPGI") and the undersigned shareholders of HPGI (“HPGI Shareholders”).

LOCKUP AGREEMENT
Lockup Agreement • June 20th, 2007 • Comanche Clean Energy Corp • New York

THIS LOCKUP AGREEMENT (the "Agreement") is entered into as of this 3rd day of April, 2007 (the "Effective Date") by and between each shareholder listed on Exhibit A (each a “Shareholder” and collectively, the "Shareholders") and Comanche Clean Energy Corporation, a Cayman Islands corporation (the "Company").

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