Endorsement of Common Stock Certificates. Each certificate representing shares of common stock of LA Food Co. to be issued pursuant to this Agreement, or issued thereafter, to DLoflin, Goldman and/or N&N shall bear the following legend conspicuously printed or typewritten on its face: “SEE TRANSFER RESTRICTIONS ON REVERSE SIDE.” The reverse side of each such certificate shall bear the following, or substantially similar, legends conspicuously printed or typewritten thereon: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS OF A PRE-FORMATION AGREEMENT AND SUBSCRIPTION, DATED AS OF AUGUST ___, 2010, BY AND AMONG XXXXX XXXXXX, XXXX X. XXXXXXX, M.D. AND XXXXXX & XXXXXX, ATTORNEYS AT LAW.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER THE ACT OR PURSUANT TO AN EXEMPTION FROM REGISTRATION OR AN OPINION OF COUNSEL SATISFACTORY TO THE CORPORATION THAT SUCH REGISTRATION IS NOT REQUIRED.”
Appears in 2 contracts
Samples: Pre Incorporation Agreement and Subscription, Pre Incorporation Agreement and Subscription (LOUISIANA FOOD Co)
Endorsement of Common Stock Certificates. Each certificate representing shares of common stock of LA Food Co. All Energy to be issued pursuant to this Agreement, or issued thereafter, Agreement to DLoflin, Goldman and/or N&N Xxxxxxxxx and Sun Bear shall bear the following legend conspicuously printed or typewritten on its face: “SEE TRANSFER RESTRICTIONS ON REVERSE SIDE.” The reverse side of each such certificate shall bear the following, or substantially similar, legends conspicuously printed or typewritten thereon: :
6.3.1 “THE SECURITIES OWNERSHIP INTERESTS REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS OF A PRE-FORMATION INCORPORATION AGREEMENT AND SUBSCRIPTION, DATED AS OF AUGUST ___16, 20102006, BY AND AMONG XXXXX XXXXXXBETWEEN XXXX XXXXXXXXX AND SUN BEAR, XXXX X. XXXXXXX, M.D. AND XXXXXX & XXXXXX, ATTORNEYS AT LAWLLC.” 6.3.2 “THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER THE ACT OR PURSUANT TO AN EXEMPTION FROM REGISTRATION OR AN OPINION OF COUNSEL SATISFACTORY TO THE CORPORATION THAT SUCH REGISTRATION IS NOT REQUIRED.”
Appears in 1 contract
Samples: Pre Incorporation Agreement and Subscription (I Crystal Inc)
Endorsement of Common Stock Certificates. Each certificate representing shares of common stock of LA Food Co. All Energy to be issued pursuant to this Agreement, or issued thereafter, Agreement to DLoflin, Goldman and/or N&N Xxxxxxxxx and Sun Bear shall bear the following legend conspicuously printed or typewritten on its face: “SEE TRANSFER RESTRICTIONS ON REVERSE SIDE.” The reverse side of each such certificate shall bear the following, or substantially similar, legends conspicuously printed or typewritten thereon: 6.
3.1 “THE SECURITIES OWNERSHIP INTERESTS REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS OF A PRE-FORMATION INCORPORATION AGREEMENT AND SUBSCRIPTION, DATED AS OF AUGUST ___16, 20102006, BY AND AMONG XXXXX XXXXXXBETWEEN XXXX XXXXXXXXX AND SUN BEAR, XXXX X. XXXXXXX, M.D. AND XXXXXX & XXXXXX, ATTORNEYS AT LAWLLC.” 6.3.2 “THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER THE ACT OR PURSUANT TO AN EXEMPTION FROM REGISTRATION OR AN OPINION OF COUNSEL SATISFACTORY TO THE CORPORATION THAT SUCH REGISTRATION IS NOT REQUIRED.”” VII. VOTING AGREEMENT 7.1 Elections of Directors. For so long as the Parties to this Agreement collectively own More than 50% of the voting stock of All Energy, each Party shall vote for Xxxxxxxxx in any election of directors of All Energy.
Appears in 1 contract