This template lock-up agreement may be used to prohibit a company's directors, executive officers, and significant shareholders from selling shares during a period of time, typically 180 days, after the closing of the company's initial public offering (IPO). This helps to provide an orderly market in the shares immediately following the IPO. This template includes practical guidance and drafting notes. The lock-up agreement will be provided by the lead underwriter or underwriters' counsel and usually is attached as an exhibit to the underwriting agreement. The provisions in this template are representative of those typically contained in a lock-up agreement, but are not exhaustive, and the terms will need to be tailored in each instance to the particular circumstances of the offering. During the lock-up period, the underwriters (through the lead underwriter) may waive the restrictions for a portion of the insider shares or for a particular purpose. Alternatively, the underwriters may ...