|
LOCK UP AGREEMENT
This
Lock Up Agreement (the "Agreement") is made as of the 21
st day of December, 2007, by the signatories hereto
(each a "Holder"), in connection with his ownership of shares
of Sentra Consulting Corp., a Nevada corporation (the
"Company").
NOW,
THEREFORE, for good and valuable consideration, the
sufficiency and receipt of which consideration are hereby
acknowledged, Holder agrees as follows:
1.
Background .
a.
Holder
is the record and beneficial owner of the amount of shares of
the Common Stock of the Company (“Common Stock”)
designated on the signature page hereto.
b.
Holder
understands that, as a condition to receiving the Common Stock
in exchange for the Holder’s membership interests in
Karat Platinum, LLC pursuant to the terms and provisions of
the Share Exchange Agreement dated as of the date hereof (the
“Exchange Agreement”; capitalized terms used
herein not otherwise defined shall have the meanings ascribed
to such terms in the Exchange Agreement) among the Company,
Karat Platinum, LLC and the Holders, the Company has required,
and Karat Platinum has agreed to obtain, an agreement from
each Holder to refrain from selling any securities of the
Company for two years from the Closing Date (the "Restriction
Period").
2.
Share Restriction .
a.
Holder
hereby agrees that during the Restriction Period, Holder will
not ,
directly or indirectly, offer, sell, assign, gift, transfer,
grant a participation in, pledge, or otherwise dispose or
Encumber or agree to dispose or Encumber in any manner any
share of Common Stock. Any
attempt by a Holder to transfer or Encumber any of its Common
Stock in violation of the terms of this Agreement shall be
void and ineffective. Holder further agrees that the Company
is authorized to and the Company agrees to place "stop orders"
on its books to prevent any transfer of shares of Common Stock
or other securities of the Company held by Holder in violation
of this Agreement.
b.
Any
subsequent issuance to and/or acquisition of shares or the
right to acquire shares by Holder during the Restriction
Period will be subject to the p
|
