Restriction on Acquisition of Additional Shares. Each Existing Holder agrees not to acquire, directly or indirectly, any additional Shares during the Lock-Up Period by any means, including, without limitation, by direct purchase, exchange or acquisition of any ownership interest in an entity that owns Shares; provided, however, that each Existing Holder may acquire Shares during the Lock-Up Period if prior to such proposed acquisition and continuing to the time of such proposed acquisition, such Existing Holder has reduced its ownership of Shares, such as through sales permitted with the consent of the Company (which can be withheld in the sole discretion of the Company), to an amount that, after adding such proposed additional Shares to be acquired, shall result in total ownership of Shares by such Existing Holder that is less than the number of Shares such Existing Holder owns on the Transaction Closing Date. If the Company becomes aware of the intent of an Existing Holder to acquire an entity that owns Shares, the Company shall promptly give such Existing Holder notice thereof, which shall include the number and type of Shares owned by such entity. Such notice shall be sent to such Existing Holder in accordance with Section 8(a), to Bank of America, N.A., Mail Code:mo1-800-11-10, Bank of America Plaza, 8▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇, Attention: Global Commercial Banking Legal Department.
Appears in 3 contracts
Sources: Waiver and Other Agreements (Centerline Holding Co), Waiver and Other Agreements (Centerline Holding Co), Lock Up Agreement (Centerline Holding Co)