Common use of Agreement to Lock-Up Clause in Contracts

Agreement to Lock-Up. Each Shareholder hereby agrees that it will not, without the prior written consent of the managing underwriter, during the period commencing on the date of the final prospectus relating to the Company’s initial public offering (the “IPO”) and ending on the date specified by the Company and the managing underwriter (such period not to exceed one hundred eighty (180) days), (a) lend, offer, pledge, sell, contract to sell, 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 Capital Shares held immediately prior to the effectiveness of the registration statement or final prospectus for the IPO or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Capital Shares, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Capital Shares or other securities, in cash or otherwise. The foregoing provisions of this Section 5 shall not apply to the sale of any shares to an underwriter pursuant to an underwriting agreement. The underwriters in connection with the IPO are intended third-party beneficiaries of this Section 5 and shall have the right, power and authority to enforce the provisions hereof as though they were a party hereto. Each Shareholder further agrees to execute such agreements as may be reasonably requested by the underwriters in the IPO that are consistent with this Section 5 or that are necessary to give further effect thereto.

Appears in 2 contracts

Sources: Right of First Refusal and Co Sale Agreement (DAVIDsTEA Inc.), Right of First Refusal and Co Sale Agreement (DAVIDsTEA Inc.)

Agreement to Lock-Up. Each Shareholder Investor hereby agrees that it will not, without the prior written consent of the managing underwriter, during the period commencing on the date of the final prospectus relating to the Company’s initial public offering (the “IPO”) and ending on the date specified by the Company and the managing underwriter (such period not to exceed one hundred eighty (180l80) days), ) (a) lend, offer, pledge, sell, contract to sell, 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 Capital Shares shares of Preferred Stock or Common Stock held immediately prior to the effectiveness of the registration statement or final prospectus for the IPO IPO; or (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Capital Sharessuch stock, whether any such transaction described in clause (a) or (b) above is to be settled by delivery of Capital Shares such stock or other securities, in cash or otherwise. The foregoing provisions of this Section 5 5.2 shall not apply to the sale of any shares to an underwriter pursuant to an underwriting agreement. The underwriters in connection with the IPO are intended third-party beneficiaries of this Section 5 5.2 and shall have the right, power and authority to enforce the provisions hereof as though they were a party hereto. Each Shareholder Investor further agrees to execute such agreements as may be reasonably requested by the underwriters in the IPO that are consistent with this Section 5 5.2 or that are necessary to give further effect thereto. In order to enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to the shares of Capital Stock of each Seller (and transferees and assignees thereof) until the end of such restricted period.

Appears in 1 contract

Sources: Investor Subscription Agreement (Agrify Corp)

Agreement to Lock-Up. Each Shareholder The Investor hereby agrees that it will not, without the prior written consent of the managing underwriter, during the period commencing on the date of the final prospectus relating to the Company’s initial public offering (the “IPO”) IPO and ending on the date specified by the Company and the managing underwriter (such period not to exceed one hundred eighty (180l80) days), ) (aA) lend, offer, pledge, sell, contract to sell, 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 Capital Shares Stock held immediately prior to the effectiveness of the registration statement or final prospectus for the IPO IPO; or (bB) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Capital SharesStock, whether any such transaction described in clause (aA) or (bB) above is to be settled by delivery of Capital Shares Stock or other securities, in cash or otherwise. The foregoing provisions of Investor shall be bound by the lock-up obligations under this Section 5 shall not apply to 9(g) for so long as such lock-up obligations have been imposed on the sale of any shares to an underwriter pursuant to an underwriting agreementMajority Common Holder. The underwriters in connection with the IPO are intended third-third party beneficiaries of this Section 5 9(g) and shall have the right, power and authority to enforce the provisions hereof as though they were a party hereto. Each Shareholder The Investor further agrees to execute such agreements as may be reasonably requested by the underwriters in the IPO that are consistent with this Section 5 9(g) or that are necessary to give further effect thereto.

Appears in 1 contract

Sources: Subscription Agreement (Newsmax Inc.)