Common use of Endorsement on Certificates Clause in Contracts

Endorsement on Certificates. Upon execution of this Agreement, the certificates of stock subject thereto shall be surrendered to the Corporation and the stock certificates representing the Shares shall have the following legend printing on them: "The shares represented by this certificate have not been registered under the Securities Act of 1933, as amended, or under state securities laws and may not be sold or transferred unless registered under said act and applicable state securities laws or unless, in the opinion of counsel satisfactory to the Corporation, the transfer qualifies for an exemption from the registration provisions thereof. In addition, this certificate of stock and the shares represented hereby are held subject to the terms and conditions contained in an agreement by and among the Shareholders of the Corporation and the Corporation dated as of March 14, 1997, and all amendments thereto, and may not be transferred except in accordance with the terms and provisions thereof. A copy of such agreement will be furnished by the Corporation upon request." Upon endorsement, the certificates shall be delivered to the Shareholders, who shall be entitled to exercise all rights of ownership of such stock, subject to the terms of this Agreement. All capital stock of the Corporation hereinafter issued to the Shareholders shall bear the same endorsement.

Appears in 2 contracts

Samples: Additional Shareholders Agreement (Actv Inc /De/), Shareholders Agreement (Actv Inc /De/)

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Endorsement on Certificates. Upon execution of this Agreement, the certificates of stock subject thereto shall be surrendered to the Corporation and the stock certificates representing the Shares shall have bear the following legend printing on themlegend: "The shares represented by this certificate have not been registered under the Securities Act of 1933, as amended, or under state securities laws and may not be sold or transferred unless registered under said act and applicable state securities laws or unless, in the opinion of counsel satisfactory to the Corporation, the transfer qualifies for an exemption from the registration provisions thereof. In addition, this certificate of stock and the shares represented hereby are held subject to the terms and conditions contained in an agreement by and among the Shareholders Stockholders of the Corporation and the Corporation dated as of March 14, 19971996, and all amendments thereto, and may not be transferred except in accordance with the terms and provisions thereof. A copy of such agreement will be furnished by the Corporation upon request." Upon endorsement, the certificates shall be delivered to the ShareholdersStockholders, who shall be entitled to exercise all rights of ownership of such stock, subject to the terms of this Agreement. All capital stock of the Corporation hereinafter issued to the Shareholders Stockholders shall bear the same endorsement.

Appears in 1 contract

Samples: Stockholders Agreement (Friedler Jack)

Endorsement on Certificates. Upon execution of this Agreement, the certificates of stock subject thereto shall be surrendered to the Corporation and the stock certificates representing the Shares shall have the following legend printing on them: "The shares represented by this certificate have not been registered under the Securities Act of 1933, as amended, or under state securities laws and may not be sold or transferred unless registered under said act and applicable state securities laws or unless, in the opinion of counsel satisfactory to the Corporation, the transfer qualifies for an exemption from the registration provisions thereof. In addition, this certificate of stock and the shares represented hereby are held subject to the terms and conditions contained in an agreement by and among the Shareholders of the Corporation and the Corporation dated as of March 14, 1997, and all amendments thereto, and may not be transferred except in accordance with the terms and provisions thereof. A copy of such agreement will be furnished by the Corporation upon request." request.@ Upon endorsement, the certificates shall be delivered to the Shareholders, who shall be entitled to exercise all rights of ownership of such stock, subject to the terms of this Agreement. All capital stock of the Corporation hereinafter issued to the Shareholders shall bear the same endorsement.

Appears in 1 contract

Samples: Shareholders Agreement (Actv Inc /De/)

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Endorsement on Certificates. Upon execution of this Agreement, the certificates of stock subject thereto shall be surrendered to the Corporation and the stock certificates representing repre senting the Shares shall have bear the following legend printing on themlegend: "The shares represented by this certificate have not been registered under the Securities Act of 1933, as amended, or under state securities laws and may not be sold or transferred unless registered under said act and applicable state securities laws or unless, in the opinion of counsel satisfactory to the Corporation, the transfer qualifies for an exemption from the registration provisions thereof. In addition, this certificate of stock and the shares represented hereby are held subject to the terms and conditions contained in an agreement by and among the Shareholders Stockholders of the Corporation and the Corporation dated as of March 14__________, 19971996, and all amendments thereto, and may not be transferred except in accordance with the terms and provisions thereof. A copy of such agreement will be furnished by the Corporation upon request." Upon endorsement, the certificates shall be delivered to the ShareholdersStockholders, who shall be entitled to exercise all rights of ownership of such stock, subject to the terms of this Agreement. All capital stock of the Corporation hereinafter issued to the Shareholders Stockholders shall bear the same endorsement.

Appears in 1 contract

Samples: Stockholders Agreement (Lexington Healthcare Group Inc)

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