Common use of Holdback Agreements Clause in Contracts

Holdback Agreements. 2.4.1 The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to and during the 90-day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, except pursuant to registrations on Form S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 7 contracts

Samples: Registration Rights Agreement (Grubb & Ellis Co), Registration Rights Agreement (Clear Channel Outdoor Holdings, Inc.), Registration Rights Agreement (Cal Dive International, Inc.)

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Holdback Agreements. 2.4.1 (a) The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to to, and during the 90-day period beginning on on, the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, except pursuant to registrations on Form S-8 or S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 6 contracts

Samples: Registration Rights Agreement (Valvoline Inc), Registration Rights Agreement (Ashland LLC), Registration Rights Agreement (Valvoline Inc)

Holdback Agreements. 2.4.1 The Company shall agrees not to effect any public sale or distribution of any of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven 10 days prior to and during the 90-day period 180 days beginning on the effective date of any registration statement in connection with a underwritten Demand Registration or any underwritten Piggyback Registration (other than a Shelf Registration) except as part of such underwritten registration or a Piggyback Registration, except pursuant to registrations on Form S-4 S-8 or Form S-8 F-4 or any successor form or forms thereto) unless the underwriters managing any such public the offering otherwise agreeagree to a shorter period.

Appears in 5 contracts

Samples: Registration Rights Agreement (Golden Energy Marine Corp.), Registration Rights Agreement (Diana Shipping Inc.), Registration Rights Agreement (Genco Shipping & Trading LTD)

Holdback Agreements. 2.4.1 (a) The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to to, and during the 90-day period beginning on on, the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, except pursuant to such Demand Registration or Piggyback Registration or registrations on Form S-8 or S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 4 contracts

Samples: Stockholder and Registration Rights Agreement (Grail, LLC), Form of Registration Rights Agreement (Kenvue Inc.), Registration Rights Agreement (Johnson & Johnson)

Holdback Agreements. 2.4.1 The Company shall agrees not to effect any public sale or distribution of any of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven 10 days prior to and during the 90-day period 180 days beginning on the effective date of any registration statement in connection with a underwritten Demand Registration or any underwritten Piggyback Registration (other than a Shelf Registration) except as part of such underwritten registration or a Piggyback Registration, except pursuant to registrations on Form S-8 or S-4 or Form S-8 or any successor form or forms thereto) unless the underwriters managing any such public the offering otherwise agree.

Appears in 4 contracts

Samples: Registration Rights Agreement (Touch America Holdings Inc), Registration Rights Agreement (Allen & Co Inc/Allen Holding Inc), Registration Rights Agreement (Ibeam Broadcasting Corp)

Holdback Agreements. 2.4.1 (a) The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven (7) days prior to and during the 90-day ninety (90)-day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, except pursuant to registrations on Form S-4 F-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 4 contracts

Samples: Registration Rights Agreement (Babcock & Brown JET-i Co., Ltd.), Registration Rights Agreement (BBGP Aircraft Holdings Ltd.), Registration Rights Agreement (Babcock & Brown Air LTD)

Holdback Agreements. 2.4.1 (a) The Company shall not effect any public sale or other distribution (including sales pursuant to Rule 144) of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven (7) days prior to and during the 90180-day period beginning on the effective date of any registration statement in connection with a underwritten Demand Registration or any underwritten Piggyback Registration (other than a Shelf Registration) except as part of such underwritten registration or a Piggyback Registration, except pursuant to registrations on Form S-4 or Form S-8 or any successor form or form), unless the underwriters managing any such the registered public offering otherwise agree.

Appears in 4 contracts

Samples: Registration Agreement (Zimmerman Sign Co), Registration Agreement (Zimmerman Sign Co), Zimmerman Sign Company (Boner Tom E)

Holdback Agreements. 2.4.1 (i) The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to and during the 90-day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, except pursuant to registrations on Form S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 3 contracts

Samples: Registration Rights Agreement (Fidelity National Title Group, Inc.), Registration Rights Agreement (Fidelity National Information Services, Inc.), Registration Rights Agreement (Fidelity National Title Group, Inc.)

Holdback Agreements. 2.4.1 The Company shall agrees if so required by a ---------------------------------- managing underwriter of an offering of Registrable Securities not to effect any public sale or distribution of its equity securities, securities or any securities convertible into or exchangeable or exercisable for any of such securities, securities during the seven days prior to and during the 90-day period beginning on the effective date 90 days after any underwritten registration pursuant to Article II or III has become effective, except as part of any such underwritten registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, and except pursuant to registrations on Form S-4 or Form S-8 S-8, or any successor form or unless the underwriters managing any such public offering otherwise agreesimilar forms thereto.

Appears in 2 contracts

Samples: Registration Rights Agreement (Universal Domains Inc), Registration Rights Agreement (Universal Domains Inc)

Holdback Agreements. 2.4.1 (a) The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to and during the 90-day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, except pursuant to registrations on Form S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 2 contracts

Samples: Registration Rights Agreement (Genworth Financial Inc), Registration Rights Agreement (Genworth Financial Inc)

Holdback Agreements. 2.4.1 (1) The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to and during the 90-day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, except pursuant to registrations on Form S-8 or any successor form, S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 1 contract

Samples: Registration Rights Agreement (Ixnet Inc)

Holdback Agreements. 2.4.1 The Company shall not effect any public sale or distribution of its equity securities, or any securities securities, options, or rights convertible into or exchangeable or exercisable for such securities, during the seven days prior to and during the 90-day period beginning on the effective date of any registration statement in connection with a underwritten Demand Registration or any underwritten Piggyback Registration (other than a Shelf Registration) except as part of such underwritten registration or a Piggyback Registration, except pursuant to registrations on Form S-4 or Form S-8 or any successor form or form), unless the underwriters managing any such the registered public offering otherwise agree.

Appears in 1 contract

Samples: Registration Rights Agreement (Oclaro, Inc.)

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Holdback Agreements. 2.4.1 The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days [***] prior to and during the 90-day [***] period beginning on the effective date of any registration statement in connection with a underwritten Demand Registration or any underwritten Piggyback Registration (other than a Shelf Registration) except as part of such underwritten registration or a Piggyback Registration, except pursuant to registrations on Form S-4 or Form S-8 or any successor form or form), unless the underwriters managing any such the registered public offering otherwise agree.

Appears in 1 contract

Samples: Registration Rights Agreement (PureTech Health PLC)

Holdback Agreements. 2.4.1 (a) The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to and during the 90-day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration), except pursuant to registrations on Form S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 1 contract

Samples: Registration Rights Agreement (Starwood Hotel & Resorts Worldwide Inc)

Holdback Agreements. 2.4.1 The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to and during the 90-day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, except pursuant to registrations on Form S-4 F-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 1 contract

Samples: Registration Rights Agreement (012 SMILE.COMMUNICATIONS LTD)

Holdback Agreements. 2.4.1 The Company (a) Propel shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to and during the 90-day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, except pursuant to registrations on Form S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 1 contract

Samples: Form of Registration Rights Agreement (Propel Inc)

Holdback Agreements. 2.4.1 (a) The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven (7) days prior to and during the 90-day ninety (90)-day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, except pursuant to registrations on Form S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 1 contract

Samples: Registration Rights Agreement (EnergySolutions, Inc.)

Holdback Agreements. 2.4.1 (a) The Company shall Shareholder agrees not to effect any public sale or distribution of its equity securitiessecurities of the Company, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to and during the 90-ninety day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration, except registration pursuant to registrations on Form S-4 or Form S-8 or any successor form or Section 3 hereof (except as part of such registration), unless the underwriters managing any such the related public offering otherwise agree.

Appears in 1 contract

Samples: Registration Rights Agreement (Johnson Outdoors Inc)

Holdback Agreements. 2.4.1 (a) The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to and during the 90-day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration) or a Piggyback Registration (other than any shares being offered or sold by or on behalf of the Company under such Piggyback Registration), except pursuant to registrations on Form S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree.

Appears in 1 contract

Samples: Registration Rights Agreement (Gamestop Corp)

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