In this Lexis Practice Advisor Practice Note, we discuss lock-up agreements, which are usually negotiated between the underwriters or placement agents and the issuer and its directors, officers, and control persons in connection with offerings of securities. Pursuant to the terms of the lock-up agreement, the issuer agrees that it will refrain from issuing for the agreed lock-up period securities of the same class as the offered securities and securities convertible or exchangeable into the same class as the offered securities. The issuer also will agree to refrain from filing any registration statement relating to the offer of securities, subject to certain exceptions as discussed further below.

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