ASSIGNMENT SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED, I, _____________________, hereby sell, assign and transfer unto ( ) shares of the Common Stock of Heska Corporation, standing in my name on the books of said corporation represented by Certificate No. herewith and do hereby irrevocably constitute and appoint to transfer said stock on the books of the within-named corporation with full power of substitution in the premises. Dated: , 20 .
ASSIGNMENT SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED (“Stockholder”) hereby sells, assigns and transfers unto RECEPTOS, INC., a Delaware corporation (the “Company”), ( ) shares of Common Stock of the Company represented by Certificate No. herewith and does hereby irrevocably constitute and appoint Attorney to transfer the said stock on the books of the Company with full power of substitution in the premises. Dated: , 20 . /s/ Xxxxxx Xxxxx (Signature) Spousal Consent (Stockholder’s spouse) indicates by the execution of this Assignment such spouse’s consent to be bound by the terms herein as to such spouse’s interests, whether as community property or otherwise, if any, in the Shares. /s/ Xxxxxx Xxxxx (Signature) Xxxxxx Xxxxx (Printed Name) INSTRUCTIONS: PLEASE DO NOT FILL IN ANY BLANKS OTHER THAN THE SIGNATURE LINE. THE PURPOSE OF THIS ASSIGNMENT IS TO ENABLE THE COMPANY TO EXERCISE ITS “REPURCHASE OPTION” SET FORTH IN THE AGREEMENT WITHOUT REQUIRING ADDITIONAL SIGNATURES ON THE PART OF STOCKHOLDER. EXHIBIT B ELECTION UNDER SECTION 83(b) OF THE INTERNAL REVENUE CODE The undersigned hereby makes an election pursuant to Section 83(b) of the Internal Revenue Code with respect to the property described below and supplies the following information in accordance with the regulations promulgated thereunder:
ASSIGNMENT SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED, hereby sells, assigns and transfers unto Flotek Industries, Inc., a Delaware corporation (the “Company”), ( ) shares of common stock of the Company represented by Certificate No. and does hereby irrevocably constitute and appoint , or his designee or successor, as attorney to transfer the said stock on the books of the Company with full power of substitution in the premises. Dated: , 20 . Print Name Signature INSTRUCTIONS: PLEASE DO NOT FILL IN ANY BLANKS OTHER THAN THE SIGNATURE LINE. THE PURPOSE OF THIS ASSIGNMENT IS TO ENABLE THE COMPANY TO EXERCISE ITS “REPURCHASE OPTION” SET FORTH IN THE AWARD AGREEMENT WITHOUT REQUIRING ADDITIONAL SIGNATURES ON THE PART OF THE PURCHASER.
ASSIGNMENT SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED (“Purchaser”) hereby sells, assigns and transfers unto FLURRY, INC., a Delaware corporation (the “Company”), ( ) shares of Common Stock of the Company represented by Certificate No. herewith and does hereby irrevocably constitute and appoint Attorney to transfer the said stock on the books of the Company with full power of substitution in the premises. Dated: , 20 . Signature Spousal Consent (Purchaser’s spouse) indicates by the execution of this Assignment his or her consent to be bound by the terms herein as to his or her interests, whether as community property or otherwise, if any, in the Shares. Signature PURCHASER TO SIGN ONLY ON THE SIGNATURE LINE WITHOUT COMPLETION OF ANY OTHER BLANK SPOTS ON THE ASSIGNMENT. THE PURPOSE OF THIS ASSIGNMENT IS TO ENABLE THE COMPANY TO EXERCISE ITS “REPURCHASE OPTION” SET FORTH IN THE STOCK OPTION AGREEMENT AND STOCK OPTION PLAN WITHOUT REQUIRING ADDITIONAL SIGNATURES ON THE PART OF PURCHASER. EXHIBIT D FLURRY, INC. AMENDED AND RESTATED 2005 STOCK OPTION PLAN INVESTMENT REPRESENTATION STATEMENT In connection with the purchase of shares of Flurry, Inc. (the “Corporation”) Common Stock, the undersigned, (the “Optionee”) represents to the Corporation the following:
ASSIGNMENT SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED, the undersigned, as Seller of those “Shares” defined in the Stock Purchase Agreement between Xxxxxx Holdings, LLC, a Utah limited liability company, with a mailing address for notice purposes of X.X. Xxx 0000 xx Xxxxxxxxx, Xxx Xxxx 00000 (“Seller”), AmericaTowne, Inc., a Delaware corporation with a mailing address for notice purposes of 0000 Xxxxxxxx Xxxxx, Xxxxx 000 in Xxxxxxx, Xxxxx Xxxxxxxx 00000 (“Buyer”) and EXA, Inc., a Florida corporation with a mailing address for notice purposes of X.X. Xxx 0000 xx Xxxxxxxxx, Xxx Xxxx 00000 bearing federal taxpayer identification number of 00-0000000 (the “Company”)(hereinafter, the “Stock Purchase Agreement”) hereby sells, assigns, transfers and conveys to Buyer the Shares for the consideration agreed upon in the Stock Purchase Agreement. This Assignment Separate from Certificate is executed in connection with and simultaneous with the closing under the Stock Purchase Agreement, which is incorporated herein by reference. This Assignment Separate from Certificate has been attached as Exhibit A to the Stock Purchase Agreement. Dated: October 3, 2016 ASSIGNOR Xxxxxx X. Xxxxxxxxxx XXXXXX HOLDINGS, LLC, a Utah limited liability company, By: Xxxxxx X. Xxxxxxxxxx Its: Authorized Member I hereby accept this Assignment Separate from Certificate in reliance on those representations and warranties made by Assignor in the Stock Purchase Agreement. AMERICATOWNE, INC., a Delaware corporation, Xxxxx Xxxxxxx By: Xxxxx Xxxxxxx Its: President Dated: October 3, 2016 EXHIBIT B CONSENT OF MEMBER (XXXXXX HOLDINGS, LLC) NOW COMES the majority and controlling member of Xxxxxx Holdings, LLC, a Utah limited liability company (the “Company”), pursuant to the powers vested under the Company’s Operating Agreement and/or Articles of Organization, and hereby consents to the following action in lieu of a meeting: RESOLVED that Xxxxxx X. Xxxxxxxxxx is hereby authorized to execute the Stock Purchase Agreement between AmericaTowne, Inc., a Delaware corporation, and EXA, Inc., a Florida corporation (the “Stock Purchase Agreement”), and to take any necessary action in facilitating the intent of the transaction under the Stock Purchase Agreement on behalf of the Company. RESOLVED that Xxxxxx X. Xxxxxxxxxx is hereby authorized to transfer, convey and otherwise assign separate from certificate, the Company’s 35,000,000 shares of common stock in EXA, Inc., as being in the best interests of the Company. RESOLVED that Xxxxxx X. Xxxxxxx...
ASSIGNMENT SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED the undersigned does hereby sell, assign and transfer unto _________________________ _____________________ (_________________) shares of the Capital Stock of JDA SOFTWARE GROUP, INC. standing in the undersigned's name on the books of said corporation represented by Certificate No. __________________ herewith and does hereby irrevocably constitute and appoint ______________________ Attorney to transfer the said stock on the books of said corporation with full power of substitution in the premises. Dated: ___________________________________ ______________________________________ Signature ______________________________________ Print Name Instructions: Please do not fill in any blanks other than the signature line. The purpose of this assignment is to enable the Company to exercise its Company Reacquisition Right set forth in the Restricted Stock Agreement without requiring additional signatures on the part of the Participant.
ASSIGNMENT SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED, I, _____________________, hereby sell, assign and transfer unto _____________________________________________________________ (______) shares of the Common Stock of Heska Corporation, standing in my name on the books of said corporation represented by Certificate No. _____ herewith and do hereby irrevocably constitute and appoint ______________________________ _____________________ to transfer said stock on the books of the within-named corporation with full power of substitution in the premises. Dated: ____________, 20___. Signature: This Assignment Separate from Certificate was executed in conjunction with the terms of a Restricted Stock Grant Agreement between the above assignor and Heska Corporation, dated __________ __, 2015. Instruction: Please do not fill in any blanks other than the signature line.
ASSIGNMENT SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED, I, _____________________, hereby sell, assign and transfer unto __________________________________ (____________) shares of the Common Stock of Heska Corporation, standing in my name on the books of said corporation represented by Certificate No. _______ herewith and do hereby irrevocably constitute and appoint _____________ to transfer said stock on the books of the within-named corporation with full power of substitution in the premises. Dated: ____________ __, 20__. Signature: /s/ Xxxxxx X. Xxxxxx This Assignment Separate from Certificate was executed in conjunction with the terms of a Restricted Stock Grant Agreement between the above assignor and Heska Corporation, dated __________ __, 2014. Instruction: Please do not fill in any blanks other than the signature line. HESKA CORPORATION 1997 STOCK INCENTIVE PLAN RESTRICTED STOCK GRANT AGREEMENT THIS AGREEMENT is made as of the 26th day of March, 2014 by and between Heska Corporation (the "Company"), and Xxxxxx X. Xxxxxx (the "Executive"), in connection with the execution of an Employment Agreement dated on or about the same date between the Company and Executive (the "Employment Agreement"). In consideration of the mutual covenants and representations herein set forth, the Company and Executive agree as follows:
ASSIGNMENT SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED, _____________hereby assigns and transfers unto Xxxxxxx Education, Inc., a Maryland corporation (the “Corporation”), ____________(__________) shares of common stock of the Corporation represented by Certificate No. ___ herewith and does hereby irrevocably constitute and appoint _______________________ as Attorney to transfer the said stock on the books of the Corporation with full power of substitution in the premises. Dated:____________, ______ Print Name Signature Spouse Consent (if applicable) ___________________ (Purchaser's spouse) indicates by the execution of this Assignment his or her consent to be bound by the terms herein as to his or her interests, whether as community property or otherwise, if any, in the shares of common stock of the Corporation.
ASSIGNMENT SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED, hereby assigns and transfers unto Strategic Education, Inc., a Maryland corporation (the “Corporation”), ( ) shares of common stock of the Corporation represented by Certificate No. herewith and does hereby irrevocably constitute and appoint as Attorney to transfer the said stock on the books of the Corporation with full power of substitution in the premises. Dated: , Print Name Signature Spouse Consent (if applicable) (Purchaser’s spouse) indicates by the execution of this Assignment his or her consent to be bound by the terms herein as to his or her interests, whether as community property or otherwise, if any, in the shares of common stock of the Corporation.
