Common use of Offering Lock-Up Clause in Contracts

Offering Lock-Up. For so long as the Investor holds at least 5% of the Shares of Then Outstanding Common Stock, the Investor shall, if requested by the Company and an underwriter of Common Stock of the Company in connection with any public offering involving an underwriting of Common Stock of the Company, agree not to Dispose of any Shares of Then Outstanding Common Stock and/or Common Stock Equivalents for a specified period of time, such period of time not to exceed ninety (90) days (a “Lock-Up Agreement”), provided that the Company’s directors and executive officers enter into similar agreements and the Company has used commercially reasonable efforts to seek similar agreements from other holders of at least 5% of the Shares of Then Outstanding Common Stock. Any Lock-Up Agreement shall be in writing in a form reasonably satisfactory to the Company and the underwriter(s) in such offering. The Company agrees that if it shall release any director, executive officer or holder of at least 5% of the Shares of Then Outstanding Common Stock from any such lock-up agreement, it shall release the Investor from the obligations of the Lock-Up Agreement on a proportionate basis relative to its ownership of Common Stock. The Company may impose stop transfer instructions with respect to and/or Common Stock Equivalents subject to the foregoing restrictions until the end of the specified period of time.