Legend on Securities. (a) Each certificate, if any, representing Company Ordinary Shares Beneficially Owned by each TPG Shareholder or any Affiliate thereof and subject to Section 3.2 shall bear the following legend on the face thereof: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER SET FORTH IN THE SHAREHOLDERS’ AGREEMENT DATED AS OF [•], 201[•], AMONG ASSURANT, LTD. (THE “COMPANY”) AND THE TPG SHAREHOLDERS, AS THE SAME MAY BE AMENDED FROM TIME TO TIME (THE “AGREEMENT”), A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICE OF THE COMPANY. THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS THEY HAVE BEEN REGISTERED UNDER THAT ACT OR AN EXEMPTION FROM REGISTRATION IS AVAILABLE.” (b) Promptly following the date on which any Subject Shares are no longer Applicable Lock-Up Shares, the Company shall take all actions and steps that are reasonably necessary to remove such legend from such Subject Shares, including by issuing one or more new certificates to represent such Subject Shares.
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Samples: Shareholder Rights Agreement, Shareholder Rights Agreement (Assurant Inc)
Legend on Securities. (a) Each certificate, if any, representing Company Ordinary Shares Beneficially Owned Share and Partnership Interest that is held by each TPG any Shareholder or any Affiliate thereof and subject to Section 3.2 shall bear a legend in substantially the following legend on the face thereofform: “THE SECURITIES REPRESENTED BY "THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER SET FORTH IN THE SHAREHOLDERS’ AGREEMENT DATED AS OF [•], 201[•], AMONG ASSURANT, LTD. (THE “COMPANY”) AND THE TPG SHAREHOLDERS, AS THE SAME MAY BE AMENDED FROM TIME TO TIME (THE “AGREEMENT”), A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICE OF THE COMPANY. THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE SECURITY HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, OFFERED, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS THEY HAVE BEEN REGISTERED UNDER WITH THE SECURITIES AND EXCHANGE COMMISSION OF THE UNITED STATES AND THE SECURITIES REGULATORY AUTHORITIES OF APPLICABLE STATES OR UNLESS IN THE WRITTEN OPINION OF COUNSEL TO THE HOLDER REASONABLY ACCEPTABLE TO THE ISSUER THAT ACT OR IS DELIVERED TO THE ISSUER AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE. THIS SECURITY IS ALSO SUBJECT TO AND HAS THE BENEFIT OF A SHAREHOLDER AGREEMENT DATED AS OF MAY 25, 1996, AS THE SAME MAY BE AMENDED FROM TIME TO TIME IN ACCORDANCE WITH THE TERMS THEREOF, A COPY OF WHICH IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICE OF THE ISSUER.”"
(b) Promptly following If any Shares or Partnership Interests cease to be subject to the date on which any Subject Shares are no longer Applicable Lock-Up Sharesrestrictions set forth in this Agreement, the Company shall take all actions and steps that are reasonably necessary or the appropriate Limited Partnership, as the case may be, shall, upon the written request of the holder thereof, issue to remove such holder in exchange for such holder's existing certificate a new certificate evidencing such securities without any legend from such Subject Shares, including by issuing one or more new certificates to represent such Subject Sharesof the nature of the second sentence of the legend in Section 2.2(a) endorsed thereon.
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Samples: Shareholder Agreement (Wilsons the Leather Experts Inc)
Legend on Securities. (a) Each certificate, if any, representing shares of Company Ordinary Shares Common Stock Beneficially Owned by each TPG Shareholder Stockholder or any Affiliate thereof and subject to Section 3.2 shall bear the following legend on the face thereof: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER SET FORTH IN THE SHAREHOLDERS’ STOCKHOLDER RIGHTS AGREEMENT DATED AS OF [•●], 201[•]2018, AMONG ASSURANT, LTDINC. (THE “COMPANY”) AND THE TPG SHAREHOLDERSSTOCKHOLDERS, AS THE SAME MAY BE AMENDED FROM TIME TO TIME (THE “AGREEMENT”), A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICE OF THE COMPANY. THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS THEY HAVE BEEN REGISTERED UNDER THAT ACT OR AN EXEMPTION FROM REGISTRATION IS AVAILABLE.”
(b) Promptly following the date on which any Subject Shares are no longer Applicable Lock-Up Shares, the Company shall take all actions and steps that are reasonably necessary to remove such legend from such Subject Shares, including by issuing one or more new certificates to represent such Subject Shares.
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Legend on Securities. (a) Each certificate, if any, representing The Company Ordinary Shares Beneficially Owned by each TPG Shareholder or any Affiliate thereof and subject to Section 3.2 shall bear the Holders acknowledge and -------------------- agree that the following legend legends shall appear on each certificate evidencing any of the face thereofInvestor Shares held at any time by any of the Holders or their Permitted Transferees until such Investor Shares are registered under the Securities Act: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER SET FORTH IN THE SHAREHOLDERS’ AGREEMENT DATED AS OF [•], 201[•], AMONG ASSURANT, LTD. (THE “COMPANY”) AND THE TPG SHAREHOLDERS, AS THE SAME MAY BE AMENDED FROM TIME TO TIME (THE “AGREEMENT”), A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICE OF THE COMPANY. THE SECURITIES SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDEDAMENDED (THE "ACT"), AND MAY NOT BE TRANSFERRED OFFERED, SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNLESS THEY HAVE BEEN REGISTERED ASSIGNED EXCEPT PURSUANT TO (1) A REGISTRATION STATEMENT WITH RESPECT TO SUCH SECURITIES WHICH IS EFFECTIVE UNDER THAT THE ACT OR (2) AN AVAILABLE EXEMPTION FROM SUCH REGISTRATION UNDER THE ACT. THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE PROVISIONS OF A CERTAIN STOCKHOLDERS' AGREEMENT, DATED AS OF APRIL 17, 1997, AS AMENDED FROM TIME TO TIME, INCLUDING CERTAIN RESTRICTIONS ON TRANSFER SET FORTH THEREIN. A COMPLETE AND CORRECT COPY OF SUCH AGREEMENT IS AVAILABLEAVAILABLE FOR INSPECTION AT THE PRINCIPAL OFFICE OF THE COMPANY AND WILL BE FURNISHED UPON WRITTEN REQUEST AND WITHOUT CHARGE.”
(b) Promptly following the date on which any Subject Shares are no longer Applicable Lock-Up Shares, the Company shall take all actions and steps that are reasonably necessary to remove such legend from such Subject Shares, including by issuing one or more new certificates to represent such Subject Shares.
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Legend on Securities. (a) Each certificate, if any, representing shares of Company Ordinary Shares Common Stock Beneficially Owned by each TPG Shareholder Stockholder or any Affiliate thereof and subject to Section 3.2 shall bear the following legend on the face thereof: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER SET FORTH IN THE SHAREHOLDERS’ STOCKHOLDER RIGHTS AGREEMENT DATED AS OF [•]May 31, 201[•]2018, AMONG ASSURANT, LTDINC. (THE “COMPANY”) AND THE TPG SHAREHOLDERSSTOCKHOLDERS, AS THE SAME MAY BE AMENDED FROM TIME TO TIME (THE “AGREEMENT”), A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICE OF THE COMPANY. THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS THEY HAVE BEEN REGISTERED UNDER THAT ACT OR AN EXEMPTION FROM REGISTRATION IS AVAILABLE.”
(b) Promptly following the date on which any Subject Shares are no longer Applicable Lock-Up Shares, the Company shall take all actions and steps that are reasonably necessary to remove such legend from such Subject Shares, including by issuing one or more new certificates to represent such Subject Shares.
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Legend on Securities. (a) Each certificate, if any, representing The Company Ordinary Shares Beneficially Owned by each TPG Shareholder or any Affiliate thereof and subject to Section 3.2 shall bear the Holders acknowledge and -------------------- agree that the following legend legends shall appear on each certificate evidencing any of the face thereofShares held by any of the Holders or their Permitted Transferees until such Shares are registered under the Securities Act: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER SET FORTH IN THE SHAREHOLDERS’ AGREEMENT DATED AS OF [•], 201[•], AMONG ASSURANT, LTD. (THE “COMPANY”) AND THE TPG SHAREHOLDERS, AS THE SAME MAY BE AMENDED FROM TIME TO TIME (THE “AGREEMENT”), A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICE OF THE COMPANY. THE SECURITIES SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDEDAMENDED (THE "ACT"), AND MAY NOT BE TRANSFERRED OFFERED, SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNLESS THEY HAVE BEEN REGISTERED ASSIGNED EXCEPT PURSUANT TO (1) A REGISTRATION STATEMENT WITH RESPECT TO SUCH SECURITIES WHICH IS EFFECTIVE UNDER THAT THE ACT OR (2) AN AVAILABLE EXEMPTION FROM SUCH REGISTRATION UNDER THE ACT. THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE PROVISIONS OF A CERTAIN STOCKHOLDERS' AGREEMENT, DATED AS OF JUNE 26, 1997, AS AMENDED FROM TIME TO TIME, INCLUDING CERTAIN RESTRICTIONS ON TRANSFER SET FORTH THEREIN. A COMPLETE AND CORRECT COPY OF SUCH AGREEMENT IS AVAILABLE.”
(b) Promptly following the date on which any Subject Shares are no longer Applicable Lock-Up Shares, the Company shall take all actions and steps that are reasonably necessary to remove such legend from such Subject Shares, including by issuing one or more new certificates to represent such Subject Shares.AVAILABLE FOR INSPECTION AT THE PRINCIPAL OFFICE OF THE COMPANY AND WILL BE FURNISHED UPON WRITTEN REQUEST AND WITHOUT CHARGE. [End of Text]
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Legend on Securities. (a) Each certificate, if any, representing The Company Ordinary Shares Beneficially Owned by each TPG Shareholder or and the Shareholders acknowledge and agree that in addition to any Affiliate thereof and subject to Section 3.2 shall bear the following other legend on the face thereofcertificates representing Shares held by them, substantially the following legends shall be typed on each certificate evidencing any of the Shares held at any time by any of the Shareholders: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE HEREBY HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933 (THE “ACT”), OR ANY UNITED STATES STATE SECURITIES OR BLUE SKY LAWS AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE ASSIGNED EXCEPT (1) PURSUANT TO A REGISTRATION STATEMENT WITH RESPECT TO SUCH SECURITIES WHICH IS EFFECTIVE UNDER THE ACT OR (2) PURSUANT TO AN AVAILABLE EXEMPTION FROM REGISTRATION UNDER THE ACT RELATING TO THE DISPOSITION OF SECURITIES AND (3) IN ACCORDANCE WITH APPLICABLE STATE SECURITIES AND BLUE SKY LAWS. THE SHARES EVIDENCED HEREBY ARE SUBJECT TO RESTRICTIONS ON TRANSFER SET FORTH IN THE SHAREHOLDERS’ AGREEMENT DATED AS OF [•], 201[•], AMONG ASSURANT, LTD. (THE “COMPANY”) AND THE TPG SHAREHOLDERSA SHAREHOLDERS AGREEMENT, AS THE SAME MAY BE AMENDED FROM TIME TO TIME TIME, (THE “AGREEMENT”), A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICE OF MAY BE OBTAINED UPON WRITTEN REQUEST FROM THE COMPANY. THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED), AND MAY NOT BY ACCEPTING ANY INTEREST IN SUCH SHARES THE PERSON ACCEPTING SUCH INTEREST SHALL BE TRANSFERRED OR OTHERWISE DISPOSED DEEMED TO AGREE TO AND SHALL BECOME BOUND BY ALL THE PROVISIONS OF UNLESS THEY HAVE BEEN REGISTERED UNDER THAT ACT OR AN EXEMPTION FROM REGISTRATION IS AVAILABLEVOTING AGREEMENT.”
(b) Promptly following the date on which any Subject Shares are no longer Applicable Lock-Up Shares, the Company shall take all actions and steps that are reasonably necessary to remove such legend from such Subject Shares, including by issuing one or more new certificates to represent such Subject Shares.
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Samples: Shareholders Agreement (Haights Cross Communications Inc)
Legend on Securities. (a) The Company Securities issued to the Stockholder and its Affiliates in the Merger shall be in book entry form and uncertificated, unless the Stockholder requests otherwise. Each certificate, if any, certificate or book-entry notation representing shares of Company Ordinary Shares Securities Beneficially Owned by each TPG Shareholder the Stockholder or any Affiliate thereof of its Affiliates and subject to Section 3.2 the terms of this Agreement shall bear the following legend (the “Legend”) on the face thereof: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE HEREBY ARE SUBJECT TO RESTRICTIONS ON VOTING, TRANSFER AND CERTAIN OTHER LIMITATIONS SET FORTH IN THE SHAREHOLDERS’ THAT CERTAIN STOCKHOLDER AGREEMENT DATED AS OF [•]NOVEMBER 24, 201[•]2019, AMONG ASSURANT, LTD. (BY AND BETWEEN THE “COMPANY”) XXXXXXX XXXXXX CORPORATION AND THE TPG SHAREHOLDERSTORONTO-DOMINION BANK, AS THE SAME MAY BE AMENDED FROM TIME TO TIME (THE “AGREEMENT”), A COPY COPIES OF WHICH AGREEMENT IS ARE ON FILE AT THE PRINCIPAL OFFICE OF THE COMPANY. XXXXXXX XXXXXX CORPORATION.” “THE SECURITIES SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS THEY HAVE BEEN IN A TRANSACTION REGISTERED UNDER THAT THE SECURITIES ACT OF 1933 OR AN EXEMPTION FROM REGISTRATION IS AVAILABLE.”
(b) Promptly following the date on which any Subject Shares are no longer Applicable Lock-Up Shares, the Company shall take all actions and steps that are reasonably necessary to remove such legend from such Subject Shares, including by issuing one or more new certificates to represent such Subject Shares.
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Samples: Merger Agreement