Common use of Lock-Up Period for the Company and Others Clause in Contracts

Lock-Up Period for the Company and Others. In the case of a Registration of Registrable Securities pursuant to Section 2.01 or 2.02 for an Underwritten Offering, the Company and the Holders agree, if requested by the participating Sponsor(s) or the managing underwriter or underwriters with respect to such Registration, not to effect any public sale or distribution of any securities that are the same as or similar to those being Registered, or any securities convertible into or exchangeable or exercisable for such securities, during the period beginning seven (7) calendar days before, and ending ninety (90) calendar days (or such lesser period as may be permitted by the participating Sponsor(s) or such managing underwriter or underwriters) after, the effective date of the Registration Statement filed in connection with such Registration (or, in the case of an offering under a Shelf Registration Statement, the date of the closing under the underwriting agreement in connection therewith), to the extent timely notified in writing by the Sponsors or the managing underwriter or underwriters. Notwithstanding the foregoing, the Company may effect a public sale or distribution of securities of the type described above and during the periods described above if such sale or distribution is made as part of any Registration of securities for offering and sale to employees or directors of the Company pursuant to any employee stock plan or other employee benefit plan arrangement. The Company agrees to use its reasonable best efforts to obtain from all directors and executive officers of the Company, an agreement not to effect any public sale or distribution of such securities during any such period referred to in this paragraph, except as part of any such Registration, if permitted. Without limiting the foregoing (but subject to Section 2.07), if after the date hereof the Company grants any Person (other than a Holder) any rights to demand or participate in a Registration, the Company agrees that the agreement with respect thereto shall include such Person’s agreement to comply with any lock-up period required by this Section 2.04 as if it were a Holder hereunder.

Lock-Up Period for the Company and Others. In the case of a Registration of Registrable Securities pursuant to Section 2.01 2.1 or 2.02 2.2 for an Underwritten Offering, the Company and the Holders agreeeach Holder of Registrable Securities agrees, if requested by the participating Sponsor(s) Demanding Investor or the managing underwriter or underwriters with respect to such Registrationunderwriters, not to effect any public sale or distribution of any securities that are the same as or similar to those being Registered, or any securities convertible into or exchangeable or exercisable for such securities, during the period beginning seven (7) calendar days before, and ending ninety (90) calendar 45 days (or such lesser period as may be permitted by the participating Sponsor(s) such Holders or such managing underwriter or underwriters) after, the effective date of the Registration Statement filed in connection with such Registration (or, in the case of an offering under a Shelf Registration Statement, the date of the closing under the underwriting agreement in connection therewith), to the extent timely notified in writing by the Sponsors a Holder of Registrable Securities covered by such Registration Statement or the managing underwriter or underwriters. Notwithstanding the foregoing, the Company may effect a public sale or distribution of securities of the type described above and during the periods described above if such sale or distribution is made pursuant to Registrations on Form F-4 or S-8 or any successor form to such Forms or as part of any Registration of securities for offering and sale to employees or directors of the Company pursuant to any employee stock plan or other employee benefit plan arrangement. The Company agrees to use its reasonable best efforts to obtain from all directors and executive officers each Holder of restricted securities of the CompanyCompany which securities are the same as or similar to the Registrable Securities being Registered, or any restricted securities convertible into or exchangeable or exercisable for any of such securities, an agreement not to effect any public sale or distribution of such securities during any such period referred to in this paragraph, except as part of any such Registration, if permitted. Without limiting the foregoing (but subject to Section 2.072.7), if after the date hereof the Company grants any Person (other than a HolderHolder of Registrable Securities) any rights to demand or participate in a Registration, the Company agrees that the agreement with respect thereto shall include such Person’s agreement to comply with any lock-up period required by this Section 2.04 as if it were a Holder the Company hereunder.

Lock-Up Period for the Company and Others. In the case of a Registration of Registrable Securities pursuant to Section 2.01 or 2.02 for an Underwritten Offering, the Company and the Holders agreeagrees, if requested by the participating Sponsor(s) or the managing underwriter or underwriters with respect to in such RegistrationUnderwritten Offering, not to effect any public sale or distribution of any securities that are Equity Securities the same as or similar to those being Registered, or any securities convertible into or exchangeable or exercisable for such securities, registered during the period beginning seven (7) calendar days before, and ending ninety (90) calendar 120 days (or such lesser period as may be permitted by the participating Sponsor(s) or such managing underwriter or underwritersunderwriter) after, the effective date of the Registration Statement filed in connection with such Registration (orexcept, in the case of an offering under a Shelf Registration Statementeach case, the date of the closing under the underwriting agreement in connection therewith), to the extent timely notified in writing by the Sponsors or the managing underwriter or underwriters. Notwithstanding the foregoing, the Company may effect a public sale or distribution of securities of the type described above and during the periods described above if such sale or distribution is made as part of any Registration of securities for offering and sale such Underwritten Offering, if permitted, or pursuant to employees or directors of Registrations relating to Company employee benefit plans, exchange offers by the Company pursuant or a merger or acquisition of a business or assets by the Company, including, without limitation, a Registration Statement on Form S-8 or Form F-4 (or any successor forms thereto)); PROVIDED, HOWEVER, that the Company's obligation under this sentence is subject to any employee stock plan or other employee benefit plan arrangementthe holders of Registrable Securities in such offering agreeing to be bound by the same sales restrictions applicable to the Company. The Company agrees to use its all reasonable best efforts to obtain from all directors and executive officers each holder of restricted securities (other than holders of Registrable Securities) of the Company the same as or similar to those being registered by the Company, or any restricted securities convertible into or exchangeable or exercisable for any of its securities, an agreement not to effect any public sale or distribution of such securities (other than securities purchased in a public offering) during any such period referred to in this paragraph, except as part of any such Registration, Registration if permitted. Without limiting the foregoing (but subject to Section 2.07)foregoing, if after the date hereof the Company grants any Person (other than a Holderholder of Registrable Securities) any rights to demand or participate in in, a RegistrationRegistration pursuant to SECTION 3.2, the Company agrees that the agreement with respect thereto shall include such Person’s 's agreement to comply with any lock-up period required as contemplated by this Section 2.04 as if it were a Holder hereunderthe previous sentence.

Lock-Up Period for the Company and Others. In the case of a Registration of Registrable Securities pursuant to Section 2.01 or 2.02 for an Underwritten Offering, the Company and the Holders agreeagrees, if requested by the participating Sponsor(s) or the managing underwriter or underwriters with respect to in such RegistrationUnderwritten Offering, not to effect any public sale or distribution of any securities that are the same as or similar to those being Registeredregistered, or any securities convertible into or exchangeable or exercisable exercis- able for such securities, during the period beginning seven (7) calendar 7 days before, and ending ninety (90) calendar 180 days (or such lesser period as may be permitted by the participating Sponsor(s) or such managing underwriter or underwritersunder- writer) after, the effective date of the Registration Statement filed in connection with such Registration registration (or, in the case of an offering underwriting under a the Shelf Registration StatementRegistration, the date of the closing under the underwriting agreement in connection therewithagreement), to the extent timely notified in writing by the Sponsors a holder of Registrable Securities covered by such Registration Statement or the managing underwriter underwriters (except, in each case, as part of such Underwritten Offering, if permitted, or underwriters. Notwithstanding the foregoing, the Company may effect a public sale pursuant to registrations on Forms S-4 or distribution of securities of the type described above and during the periods described above if S-8 or any successor form to such sale Forms or distribution is made otherwise as part of any Registration registration of securities for offering and sale to employees or directors management of the Company pursuant to any employee stock plan or other employee benefit plan arrangementarrangement or Registration of securities issued solely in an acquisition or business combination) provided the Company's obligation unde this sentence is subject to the holders of Registrable Securities in such offering agreeing to be bound by the same sales restrictions applicable to the Company. The Company agrees to use its all reasonable best efforts to obtain from all directors and executive officers each holder of restricted securities (other than holders of Registrable Securities) of the Company the same as or similar to those being registered by the Company, or any restricted securities convertible into or exchangeable or exercisable for any of its securities, an agreement not to effect any public sale or distribution of such securities (other than securities purchased in a public offering) during any such period referred to in this paragraph, except as part of any such Registration, Registration if permitted. Without limiting the foregoing (but subject to Section 2.07)foregoing, if after the date hereof the Company grants any Person (other than a Holderholder of Registrable Securities) any rights to demand or participate in partici- ▇▇▇▇ in, a Registration, the Company agrees that the agreement with respect thereto shall include such Person’s 's agreement to comply with any lock-up period required as contemplated by this Section 2.04 as if it were a Holder hereunderthe previous sentence.