TO INFORMATION AND OPPORTUNITY TO CORRECT OR
PREVENT SUCH STATEMENT OR OMISSION. THE HOLDERS' OF REGISTRABLE SECURITIES
RESPECTIVE OBLIGATIONS TO CONTRIBUTE PURSUANT TO THIS SECTION 1(G)(V) ARE
SEVERAL IN PROPORTION TO THE RESPECTIVE NUMBER OF REGISTRABLE SECURITIES THEY
SELL IN THE OFFERING AS TO WHICH SUCH VIOLATION RELATES, AND NOT JOINT. NO SUCH
HOLDER OF REGISTRABLE SECURITIES WILL BE REQUIRED TO CONTRIBUTE ANY AMOUNT IN
EXCESS OF THE PUBLIC OFFERING PRICE OF ALL SUCH REGISTRABLE SECURITIES OFFERED
AND SOLD BY SUCH HOLDER OF REGISTRABLE SECURITIES PURSUANT TO SUCH REGISTRATION
STATEMENT; AND NO PERSON OR ENTITY GUILTY OF FRAUDULENT MISREPRESENTATION
(WITHIN THE MEANING OF SECTION 11(F) OF THE 1933 ACT) WILL BE ENTITLED TO
CONTRIBUTION FROM ANY PERSON OR ENTITY WHO WAS NOT GUILTY OF SUCH FRAUDULENT
MISREPRESENTATION.
(VI)
SURVIVAL. THE OBLIGATIONS OF LBI AND THE HOLDERS OF REGISTRABLE
SECURITIES UNDER THIS SECTION 1(G) SHALL SURVIVE THE COMPLETION OF ANY OFFERING
OF REGISTRABLE SECURITIES IN A REGISTRATION STATEMENT, AND OTHERWISE.
(G)
RULE 144. LBI HEREBY AGREES THAT IT WILL FILE THE REPORTS REQUIRED
TO BE FILED BY IT UNDER THE 1933 ACT AND THE 1934 ACT AND THE RULES AND
REGULATIONS ADOPTED BY THE SEC THEREUNDER, AND IT WILL TAKE SUCH FURTHER ACTION
AS ANY HOLDER OF REGISTRABLE SECURITIES MAY REASONABLY REQUEST, ALL TO THE
EXTENT REQUIRED FROM TIME TO TIME TO ENABLE SUCH HOLDER TO SELL REGISTRABLE
SECURITIES WITHOUT REGISTRATION UNDER THE 1933 ACT WITHIN THE LIMITATION OF THE
EXEMPTIONS PROVIDED BY (I) RULE 144 UNDER THE 1933 ACT, AS SUCH RULE MAY BE
AMENDED FROM TIME TO TIME, OR (II) ANY SIMILAR RULE OR REGULATION HEREAFTER
ADOPTED BY THE SEC. UPON THE REQUEST OF ANY HOLDER OF REGISTRABLE SECURITIES,
LBI WILL DELIVER TO SUCH HOLDER A WRITTEN STATEMENT AS TO WHETHER IT HAS
COMPLIED WITH SUCH INFORMATION AND REQUIREMENTS.
2.
HOLD-BACK AGREEMENTS. EACH HOLDER OF REGISTRABLE SECURITIES
AGREES THAT, IN CONNECTION WITH AN UNDERWRITTEN PUBLIC OFFERING OF LBI EQUITY
SECURITIES, UPON THE REQUEST OF LBI OR THE PRINCIPAL UNDERWRITER MANAGING SUCH
PUBLIC OFFERING, NO SHARES OF LBI EQUITY SECURITIES HELD BY SUCH HOLDER MAY BE
SOLD, OFFERED FOR SALE OR OTHERWISE DISPOSED OF WITHOUT THE PRIOR WRITTEN
CONSENT OF LBI OR SUCH UNDERWRITER, AS THE CASE MAY BE, FOR UP TO ONE HUNDRED
12
EIGHTY (180) DAYS AFTER THE EFFECTIVENESS OF THE REGISTRATION STATEMENT FILED IN
CONNECTION WITH SUCH OFFERING, IF ALL OF LBI'S DIRECTORS AND OFFICERS AGREE TO
BE SIMILARLY BOUND, AND RELEASES FROM ANY AND ALL LOCK-UP AGREEMENTS IN
CONNECTION WITH SUCH OFFERING ARE GRANTED ON A PRO-RATA BASIS. THIS SECTION 2
SHALL NO LONGER APPLY SIX (6) MONTHS AFTER THE HOLDER CEASES TO BE AN OFFICER,
DIRECTOR OR 5% OR MORE STOCKHOLDER OF LBI, AS THE CASE MAY BE.
3.
ASSIGNMENT AND AMENDMENT.
(A)
ASSIGNMENT. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY:
(I)
REGISTRATION RIGHTS; REFUSAL RIGHTS. THE REGISTRATION RIGHTS OF A
HOLDER OF REGISTRABLE SECURITIES UNDER SECTION 1 HEREOF MAY BE ASSIGNED ONLY TO
A PERMITTED TRANSFEREE OR A PARTY WHO ACQUIRES AT LEAST 940,000