Common use of Endorsement of Certificates Clause in Contracts

Endorsement of Certificates. (i) Upon the execution of this Agreement, in addition to any other legend which the Company may deem advisable under the Securities Act and certain state securities laws, all certificates representing shares of issued and outstanding Common Stock and Preferred Stock held by the Voting Shareholders shall be endorsed at all times prior to termination of this Agreement as follows: THIS CERTIFICATE IS SUBJECT TO, AND IS TRANSFERABLE ONLY UPON COMPLIANCE WITH, THE PROVISIONS OF A GOVERNANCE AGREEMENT, DATED AS OF NOVEMBER 8, 1995, AMONG THE COMPANY AND CERTAIN OF ITS STOCKHOLDERS. A COPY OF THE ABOVE REFERENCED AGREEMENT IS ON FILE AT THE OFFICE OF THE COMPANY AT 000 XXXXXXXX XXXXXXXX XXXXXXX, XXXXX 000, XXXXXXXXX XXXXXXXX, XX 00000 AND WILL BE PROVIDED TO THE HOLDER HEREOF WITHOUT CHARGE UPON REQUEST. THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT, OR AN EXEMPTION FROM REGISTRATION, UNDER SAID ACT.

Endorsement of Certificates. (ia) Upon the execution of this Agreement, in addition to any other legend which the Company may deem advisable under the Securities Act and certain state securities laws, all certificates representing shares of issued and outstanding Common Stock and Preferred Stock held by the Voting Shareholders shall be endorsed at all times prior to termination of this Agreement any Public Distribution as follows: For Stock issued prior to the date hereof: THIS CERTIFICATE IS SUBJECT TO, AND IS TRANSFERABLE ONLY UPON COMPLIANCE WITH, THE PROVISIONS OF A GOVERNANCE THE SUBSCRIPTION AGREEMENT, DATED AS OF NOVEMBER 8AUGUST 11, 19951997, AMONG THE COMPANY AND CERTAIN INVESTORS THEREIN. REFERENCE ALSO IS MADE TO THE RESTRICTIVE PROVISIONS OF ITS STOCKHOLDERSTHE ARTICLES OF INCORPORATION AND BY-LAWS OF THE CORPORATION. A COPY 16 For all Stock: THIS CERTIFICATE IS SUBJECT TO, AND IS TRANSFERABLE ONLY UPON COMPLIANCE WITH, THE PROVISIONS OF AN AMENDED AND RESTATED STOCKHOLDERS AGREEMENT DATED AS OF MARCH 26, 1999. COPIES OF THE ABOVE REFERENCED AGREEMENT IS AGREEMENT(S) ARE ON FILE AT THE OFFICE OF THE COMPANY AT 000 XXXXXXXX XXXXXXXX XXXXXXXTHE JORDAN COMPANY, 767 XXXXX 000XXXXXX, XXXXXXXXX XXXXXXXXXXX XXXX, XX 00000 AND WILL BE PROVIDED TO THE HOLDER HEREOF WITHOUT CHARGE UPON REQUESTXXX XXXX 00000. THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT, OR AN EXEMPTION FROM REGISTRATION, UNDER SAID ACT.

Endorsement of Certificates. (ia) Upon the execution of this Agreement, in addition to any other legend which the Company may deem advisable under the Securities Act and certain state securities laws, all certificates representing shares of issued and outstanding Common Stock and Preferred Stock held by the Voting Shareholders shall be endorsed at all times prior to termination any Public Offering of this Agreement such shares as follows: THIS CERTIFICATE IS SUBJECT TO, AND IS TRANSFERABLE ONLY UPON COMPLIANCE WITH, THE PROVISIONS OF A GOVERNANCE STOCKHOLDERS AGREEMENT, DATED AS OF NOVEMBER 8AUGUST 16, 1995, AMONG THE COMPANY AND ITS STOCKHOLDERS [AND THE SUBSCRIPTION AGREEMENTS, DATED AUGUST 16, 1995, AMONG THE COMPANY AND CERTAIN INVESTORS THEREIN]. REFERENCE ALSO IS MADE TO THE RESTRICTIVE PROVISIONS OF ITS STOCKHOLDERSTHE CERTIFICATE OF INCORPORATION AND BY-LAWS OF THE CORPORATION. A COPY OF THE ABOVE REFERENCED AGREEMENT IS AGREEMENTS ARE ON FILE AT THE OFFICE OF THE COMPANY AT 000 XXXXXXXX XXXXXXXX XXXXXXXTHE JORDAN COMPANY, XXXXX 0000 XXXX 00XX XXXXXX, XXXXXXXXX XXXXXXXXXXX XXXX, XX 00000 AND WILL BE PROVIDED TO THE HOLDER HEREOF WITHOUT CHARGE UPON REQUESTXXX XXXX 00000. THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT, OR AN EXEMPTION FROM REGISTRATION, UNDER SAID ACT.

Endorsement of Certificates. (i) Upon the execution of this Agreement, in addition to any other legend which the Company may deem advisable under the Securities Act and certain state securities laws, all certificates representing shares of issued and outstanding Common Stock and Preferred Stock held by the Voting Shareholders all Shares shall be endorsed at all times prior to termination of this Agreement as follows: THE SECURITIES REPRESENTED BY THIS CERTIFICATE IS SUBJECT TOMAY NOT BE TRANSFERRED, AND IS TRANSFERABLE ONLY UPON COMPLIANCE WITHSOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNLESS SUCH TRANSFER COMPLIES WITH THE PROVISIONS OF A GOVERNANCE THE RIGHT OF FIRST REFUSAL AGREEMENT, DATED AS OF NOVEMBER 8JUNE 14, 19951994, AMONG BY AND BETWEEN T. GARY XXXXXX XXX KATHXXXX X. XXXXXX, INDIVIDUALLY AND AS CO-TRUSTEES OF THE COMPANY ROGEXX REVOCABLE TRUST AND CERTAIN OF ITS STOCKHOLDERS. NESTLE 9 HOLDINGS, INC., A COPY OF THE ABOVE REFERENCED AGREEMENT WHICH IS ON FILE AT THE OFFICE OFFICES OF THE COMPANY AT 000 XXXXXXXX XXXXXXXX XXXXXXXDREYXX'X XXXND ICE CREAM, XXXXX 000, XXXXXXXXX XXXXXXXX, XX 00000 AND WILL BE PROVIDED TO THE HOLDER HEREOF WITHOUT CHARGE UPON REQUESTINC. THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD OR TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE ONLY IF EXEMPTIONS FROM SUCH REGISTRATION STATEMENT, OR AN EXEMPTION FROM REGISTRATION, UNDER SAID ACTREQUIREMENTS ARE AVAILABLE.

Endorsement of Certificates. (i) Upon the execution of this Agreement, in addition to any other legend which the Company may deem advisable under the Securities Act and certain state securities laws, all certificates representing shares of issued and outstanding Common Stock and Preferred Stock held by the Voting Shareholders shall be endorsed at all times prior to termination of this Agreement as follows: THIS CERTIFICATE IS SUBJECT TO, AND IS TRANSFERABLE ONLY UPON COMPLIANCE WITH, THE PROVISIONS OF A GOVERNANCE VOTING RIGHTS AGREEMENT, DATED AS OF NOVEMBER 8, 1995, AMONG THE COMPANY AND CERTAIN OF ITS STOCKHOLDERS. A COPY OF THE ABOVE REFERENCED AGREEMENT IS ON FILE AT THE OFFICE OF THE COMPANY AT 000 XXXXXXXX XXXXXXXX XXXXXXX, XXXXX 000, XXXXXXXXX XXXXXXXX, XX 00000 000000 AND WILL BE PROVIDED TO THE HOLDER HEREOF WITHOUT CHARGE UPON REQUEST. THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT, OR AN EXEMPTION FROM REGISTRATION, UNDER SAID ACT.