Examples of Company Lock-Up Agreements in a sentence
Parent shall have received the Company Lock-Up Agreements duly executed by each of the Company Lock-Up Signatories and each executive officer and director of the Company who is elected or appointed, as applicable, as an executive officer and director of Parent as of immediately following the Closing, each of which shall be in full force and effect.
The Company Lock-Up Agreements will continue to be in full force and effect as of immediately following the Effective Time.
Parent shall have received the Company Lock-Up Agreements duly executed by each of the Company Signatories and each executive officer and director of the Company who is elected or appointed, as applicable, as an executive officer and director of Parent as of immediately following the Closing, each of which shall be in full force and effect.
ADDITIONAL CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB 66 7.1 Accuracy of Representations 66 7.2 Performance of Covenants 66 7.3 Documents 66 7.4 FIRPTA Certificate 66 7.5 No Company Material Adverse Effect 66 7.6 Termination of Investor Agreements 67 7.7 Accredited Investors 67 7.8 Company Stockholder Written Consent 67 7.9 Dissenting Shares 67 7.10 Company New Drug Application 67 7.11 Company Lock-Up Agreements 67 TABLE OF CONTENTS (continued) SELECTION 8.
Prior to the Closing, the Company shall cause those persons set forth on Schedule 7.4(a) to enter into a Company Lock-Up Agreement with Parent to be effective as of the Closing, pursuant to which the Merger Consideration Shares shall be subject to a lock-up for a period of no less than six months in accordance with the terms and conditions more fully set forth in the Company Lock-Up Agreements.
Notwithstanding anything to the contrary in this Agreement, none of the rights of any Holder set forth herein shall be effective, and the Company shall have no obligations to any Holder hereunder, unless and until such time as Holders that collectively own at least 94% of the Shares outstanding as of the Closing have delivered to the Company Lock-Up Agreements, duly and validly executed by each such Holder.
The Company shall cause any Investor Agreements (excluding the Company Stockholder Support Agreements and the Company Lock-Up Agreements) to be terminated immediately prior to the Effective Time, without any liability being imposed on the part of Parent or the Surviving Corporation.
The Company Lock-Up Agreements shall be in full force and effect on the Closing Date.
Parent shall have received the Company Lock-Up Agreements duly executed by each of the Company Lock-Up Signatories and each executive officer and director of the Company who is elected or appointed, as applicable, as an executive officer and director of Parent as of immediately following the Closing, each of which shall be in full force and effect as of immediately following the Effective Time.
ADDITIONAL CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB 70 7.1 Accuracy of Representations 70 7.2 Performance of Covenants 71 7.3 Closing Certificate 71 7.4 FIRPTA Certificate 71 7.5 Termination of Investor Agreements 71 7.6 Company Lock-Up Agreements 71 Section 8.