{"id":43822,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/lockup-agreement-quanta-services-inc.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"lockup-agreement-quanta-services-inc","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/securities\/lockup-agreement-quanta-services-inc.html","title":{"rendered":"Lockup Agreement &#8211; Quanta Services Inc."},"content":{"rendered":"<pre>\n\n                                LOCKUP AGREEMENT\n\n         THIS LOCKUP AGREEMENT (the 'AGREEMENT') is entered into as of this __\nday of January, by and among ____________________ (the 'SHAREHOLDER') and Quanta\nServices, Inc., a Delaware corporation (the 'COMPANY').\n\n         WHEREAS, the Shareholder holds common stock of the Company or\nsecurities convertible into or exercisable for common stock of the Company\n(collectively, 'SECURITIES');\n\n         WHEREAS, the Company believes it is in the best interests of its\nstockholders to establish an orderly trading market for shares of the Company's\ncommon stock;\n\n         WHEREAS, the Company desires the Shareholder to refrain selling\nSecurities held by the Shareholder to encourage orderly trading in shares of the\nCompany's common stock;\n\n         NOW, THEREFORE, in consideration of the premises, and for other good\nand valuable consideration, the receipt and sufficiency of which is hereby\nacknowledged, the parties hereto agree as follows:\n\n         1. LOCKUP OF SECURITIES. The Shareholder agrees, that without the prior\nwritten consent of the Company, that, until the earlier of the first anniversary\nof the date of this Agreement or a Change in Control (as defined in the\nCompany's 1997 Stock Option Plan), the Shareholder will not make or cause any\nsale of any Securities listed on Exhibit I hereto which, as of the date of this\nAgreement, the Shareholder owns either of record or beneficially, and which the\nShareholder has the power to control the disposition; provided, however, that\nthe Shareholder may, without the Company's prior written consent, (i) sell or\notherwise transfer Securities to UtiliCorp United Inc. or any of its\nwholly-owned subsidiaries, or (ii) make a gift of Securities without\nconsideration to an organization exempt from taxation under Section 501(c)(3) of\nthe Internal Revenue Code of 1986, as amended, or (iii) transfer shares to an\nexchange fund if such transfer does not require the Shareholder to file a Form\n144 pursuant to the rules of the Securities and Exchange Commission.\n\n         2. CONSIDERATION FOR LOCKUP. In consideration for the Shareholder\nagreeing to be bound by the terms of this Agreement, the Company will issue the\nShareholder a non-qualified option to purchase shares of the Company's common\nstock under the Company's 1997 Stock Option Plan for one percent (1%) of that\nnumber of shares of common stock equal to the total number of shares of common\nstock subject to the terms of this Agreement (or deemed subject to this\nAgreement upon conversion or exercise of Securities held by the Shareholder).\nThe option granted pursuant to this Section 2 shall be exercisable for ten (10)\nyears from the date of grant, shall have an exercise price equal to the closing\nprice for the Company's common stock on the date prior to the date of grant,\nshall be immediately vested and shall not be cancelable if the \n\n\n\n\n\nShareholder ceases to be employed or otherwise provide services to the Company.\nThe date of grant shall be the date this grant is ratified by a committee of the\nCompany's board of directors consisting solely of directors who are not\nemployees of the Company and who will not be offered an agreement substantially\nsimilar to this Agreement contemporaneously with the date of this Agreement.\n\n         3. FAILURE TO ISSUE OPTION. Should the option required by Section 2 of\nthis Agreement not be issued within 90 days of this Agreement, then this\nAgreement shall be null and void and of no further force and effect.\n\n         4. TRANSFER; SUCCESSOR AND ASSIGNS. The terms and conditions of this\nAgreement shall inure to the benefit of and be binding upon the respective\nsuccessors and assigns of the parties. Nothing in this Agreement, express or\nimplied, is intended to confer upon any party other than the parties hereto or\ntheir respective successors and assigns any rights, remedies, obligations, or\nliabilities under or by reason of this Agreement, except as expressly provided\nin this Agreement.\n\n         5. GOVERNING LAW. This Agreement shall be governed by and construed\nunder the laws of the State of Texas applicable to contracts entered into and\nfully to be performed in the State of Texas by residents of the State of Texas.\n\n         6. COUNTERPARTS. This Agreement may be executed in two or more\ncounterparts, each of which shall be deemed an original, but all of which\ntogether shall constitute one and the same instrument.\n\n         7. TITLES AND SUBTITLES. The titles and subtitles used in this\nAgreement are used for convenience only and are not to be considered in\nconstruing or interpreting this Agreement.\n\n         8. NOTICES.\n\n                  (a) All notices, requests, demands and other communications\nunder this Agreement or in connection herewith shall be given or made upon (i)\nthe Shareholder at such Shareholder's address set forth on the signature page\nhereto; and (ii) the Company at Quanta Services, Inc., 1360 Post Oak Boulevard,\nSuite 2100, Houston, Texas 77056, attention President and General Counsel.\n\n                  (b) All notices, requests, demands and other communications\ngiven or made in accordance with the provisions of this Agreement shall be in\nwriting, and shall be sent by overnight courier, or by facsimile with\nconfirmation of receipt, and shall be deemed to be given or made when receipt is\nso confirmed.\n\n                  (c) Any party may, by written notice to the other, alter its\naddress or respondent, and such notice shall be given in accordance with the\nterms of this Section 8.\n\n\n                                       2\n\n\n\n         9. ATTORNEYS' FEES. If any action at law or in equity (including\narbitration) is necessary to enforce or interpret the terms of this Agreement,\nthe prevailing party shall be entitled to reasonable attorneys' fees, costs and\nnecessary disbursements in addition to any other relief to which such party may\nbe entitled as determined by such court, equity or arbitration proceeding.\n\n         10. AMENDMENTS AND WAIVERS. Any term of this Agreement may be amended\nwith the written consent of the Company and the Shareholder.\n\n         11. SEVERABILITY. If one or more provisions of this Agreement are held\nto be unenforceable under applicable law, portions of such provisions, or such\nprovisions in their entirety, to the extent necessary, shall be severed from\nthis Agreement and the balance of the Agreement shall be interpreted as if such\nprovision were so excluded and shall be enforceable in accordance with its\nterms.\n\n         12. DELAYS OR OMISSIONS. No delay or omission to exercise any right,\npower or remedy accruing to any party to this Agreement, upon any breach or\ndefault of the other party to this Agreement shall impair any such right, power\nor remedy of such holder nor shall it be construed to be a waiver of any such\nbreach or default, or an acquiescence therein, or of or in any similar breach or\ndefault thereafter occurring; nor shall any waiver of any breach or default be\ndeemed a waiver of any other breach or default theretofore or thereafter\noccurring. Any waiver, permit, consent or approval of any kind or character on\nthe part of any party to this Agreement of any breach or default under this\nAgreement, or any waiver on the part of any party of any provisions or\nconditions of this Agreement, must be in writing and shall be effective only to\nthe extent specifically set forth in such writing. All remedies, either under\nthis Agreement or by law or otherwise afforded to any holder shall be cumulative\nand not alternative.\n\n         13. ENTIRE AGREEMENT. This Agreement and the documents referred to\nherein constitute the entire agreement between the parties hereto pertaining to\nthe subject matter hereof, and any and all other written or oral agreements\nexisting between the parties hereto are expressly canceled.\n\n\n                                       3\n\n\n\n         IN WITNESS WHEREOF, the parties hereto have executed this Agreement as\nof the date first above written.\n\n                                                QUANTA SERVICES, INC.\n                                                       \n                                                By:\n                                                   ---------------------------\n                                                   Name:\n                                                   Title:\n\n\n\n\n\n                                           -----------------------------------\n                                           Shareholder\n\n                                   Address:\n                                                ------------------------------\n\n                                                ------------------------------\n\n                                                ------------------------------\n\n                                       4\n\n                                   EXHIBIT I\n                                        \n                                        \n                                        \n                     SECURITIES SUBJECT TO LOCKUP AGREEMENT\n\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[8620],"corporate_contracts_industries":[9481],"corporate_contracts_types":[9629,9633],"class_list":["post-43822","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-quanta-services-inc","corporate_contracts_industries-construction__specialty","corporate_contracts_types-securities","corporate_contracts_types-securities__shareholder"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/43822","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=43822"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=43822"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=43822"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=43822"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}