Legend, etc. Each of the Debtors and the Subordinated Creditors covenants to cause each Instrument or certificate representing or evidencing any of the Subordinated Debt to have affixed upon it a legend substantially as follows: The Parent Company and the Debtors shall cause any financial statement describing or listing or otherwise reflecting the existence of any Consolidated Funded Indebtedness included in the Subordinated Debt to indicate clearly the subordinated character thereof, to the extent appropriate under GAAP.
Legend, etc. Each Stockholder agrees that the Buyer may endorse on any certificate for the Buyer's Shares to be delivered to or on behalf of the Stockholder pursuant to this Agreement an appropriate legend referring to the provisions of Sections 8.01 and 8.02 hereof, and that the Buyer may instruct its transfer agents not to transfer any such shares unless advised by the Buyer that such provisions have been complied with.
Legend, etc. Each of the Company and the Noteholder, by its acceptance hereof, covenants to cause each instrument or certificate representing or evidencing any of the Subordinated Indebtedness to have affixed upon it a legend substantially as follows: “THIS NOTE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATED TO THE PRIOR PAYMENT OF CERTAIN OBLIGATIONS OF THE COMPANY TO THE HOLDERS OF SENIOR INDEBTEDNESS (AS DEFINED HEREIN).” The Company will cause any financial statement describing or listing or otherwise reflecting the existence of any Indebtedness included in the Subordinated Indebtedness to indicate clearly the subordinated character thereof.
Legend, etc. Silvxxxxx xxxnowledges and agrees that (i) the certificates representing the Shares will contain the legend referred to in Section 5 hereof, (ii) the Shares are not registered under the Securities Act or any other federal or state law, (iii) Silvxxxxx xxxl have no right to require such registration and must bear the economic risks of their investment for an indefinite period of time and are capable of bearing such risk, and (iv) the Shares are a nonliquid investment and there is not now and there may never be any public market for the Shares and Silvxxxxx xxxnot now and may never be able to avail himself of the benefits of Rule 144 adopted by the Securities and Exchange Commission with respect to the resale of the Shares.
Legend, etc. Each Stockholder agrees that IMNET will endorse on any certificate for the Merger Shares to be delivered to such Stockholder pursuant to this Agreement an appropriate legend referring to the provisions of Sections 10.1 and 10.2 hereof and the absence of registration thereof, and that IMNET may instruct its transfer agents not to transfer any such shares unless advised by IMNET that such provisions have been complied with.
Legend, etc. Each of the Company and the Junior Creditor covenants to cause each instrument or certificate representing or evidencing any of the Subordinated Indebtedness to have affixed upon it a legend substantially as follows: "This instrument is subject to the Second Amended and Restated Subordination Agreement dated as of December 31, 2002, as from time to time in effect, among the maker, the payee and Fleet National Bank, as Agent, which, among other things, subordinates the obligations of the obligor hereunder to the prior payment of certain obligations of the obligor to the holders of Senior Indebtedness as defined therein." The Company shall cause any financial statement describing or listing or otherwise reflecting the existence of any Indebtedness included in the Subordinated Indebtedness to indicate clearly the subordinated character thereof.
Legend, etc. Except as otherwise permitted by this Section 6, the Warrant originally issued pursuant to the Recapitalization Agreement, each Warrant issued upon direct or indirect transfer or in substitution for any Warrant pursuant to Section 11 hereof, each certificate for Common Stock (or Other Securities) issued upon the exercise of any Warrant and each certificate issued upon the direct or indirect transfer of any such Common Stock (or Other Securities) (other than shares of Common Stock (or Other Securities) or Warrants which have been transferred in a transaction registered under the Securities Act or exempt from the registration requirements of the Securities Act pursuant to Rule 144 thereunder or any similar rule or regulation) shall bear the following legend (or a reasonable facsimile): “THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR AN APPLICABLE EXEMPTION TO THE REGISTRATION REQUIREMENTS OF SUCH ACT OR SUCH LAWS.” The restrictions imposed by this Section 6 shall cease and terminate as to any particular securities (a) when such securities shall have been effectively registered under the Securities Act and disposed of in accordance with the registration statement covering such securities, (b) when, in the opinion of counsel for the Holder (which counsel shall be reasonably acceptable to the Company), such restrictions are no longer required in order to insure compliance with the Securities Act, or (c) when such securities have been beneficially owned, by a Person who has not been an Affiliate of the Company for at least three months, for a period of at least two years (or such shorter period as may be applicable under Rule 144(k) under the Securities Act or any successor thereto), all as determined under Rule 144 under the Securities Act. Whenever such restrictions shall terminate as to any securities, as soon as practicable thereafter and in any event within five days, the Holder thereof shall be entitled to receive from the Company, without expense (other than transfer taxes, if any), new securities of like tenor not bearing the applicable legend set forth in this Section 6.
Legend, etc. Such Subscriber acknowledges and agrees that (i) the certificates representing the Shares will contain the legend referred to in Section 5.1, (ii) that, except as provided in Section 9, such Subscriber will have no right to require registration of the Shares and must bear the economic risks of such Subscriber's investment for an indefinite period of time, and (iii) that there is not now and there may never be any public market for the Shares and such Subscriber cannot now and may never be able to avail itself of the benefits of Rule 144 adopted by the Securities and Exchange Commissi on with respect to the resale of the Shares.
Legend, etc. Each of the Debtors and the Subordinated ------------- Creditors covenants to cause each Instrument or certificate representing or evidencing any of the Subordinated Debt to have affixed upon it a legend substantially as follows: ----------------------------------------------------------------- "THIS SUBORDINATED NOTE IS SUBORDINATED AND MADE JUNIOR IN RIGHT OF PAYMENT, AND MADE SUBJECT TO RESTRICTIONS AND LIMITATIONS ON ENFORCEMENT (INCLUDING ACCELERATION) AND RESTRICTION AND LIMITATIONS ON SALE, ASSIGNMENT, ENCUMBRANCE AND OTHER TRANSFERS, ALL UPON THE TERMS, IN THE MANNER, AND TO THE EXTENT SET FORTH IN THE SUBORDINATION AGREEMENT, DATED AS OF JUNE 26, 2002, AS FROM TIME TO TIME IN EFFECT, AMONG TELEPHONE AND DATA SYSTEMS, INC., THE OTHER SUBORDINATED CREDITORS FROM TIME TO TIME PARTY THERETO, UNITED STATES CELLULAR CORPORATION, AND TORONTO DOMINION (TEXAS), INC., AS ADMINISTRATIVE AGENT." ----------------------------------------------------------------- The Parent Company and the Debtors shall cause any financial statement describing or listing or otherwise reflecting the existence of any Funded Debt included in the Subordinated Debt to indicate clearly the subordinated character thereof, to the extent appropriate under Generally Accepted Accounting Principles.
Legend, etc. Each of the Borrower and the Subordinated Creditor covenants that it will (unless the Administrative Agent otherwise consents) cause each promissory note or other Instrument evidencing any of the Subordinated Debt to have affixed upon it a legend substantially as follows:
