Common use of Legends on Certificates Clause in Contracts

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION AGREEMENT DATED AS OF APRIL 7, 1998 BY AND BETWEEN RIVER HOLDING CORP. AND THE ORIGINAL PURCHASER HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER HOLDING CORP." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock the Shares shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION PURCHASE AGREEMENT DATED AS OF APRIL 7________, 1998 1998, BY AND BETWEEN RIVER ADVANCE HOLDING CORP. CORPORATION, A VIRGINIA CORPORATION, AND THE ORIGINAL PURCHASER HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER ADVANCE HOLDING CORPCORPORATION." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock the Securities governed by this Agreement shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION STOCKHOLDERS AGREEMENT DATED AS OF APRIL 7, 1998 BY AND BETWEEN RIVER HOLDING CORP. AND THE ORIGINAL PURCHASER HEREOF[*], A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER HOLDING CORPTDN, INC." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations. __________ [*] Confidential Treatment Requested.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock the Shares shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION AGREEMENT DATED AS OF APRIL 7, 1998 _______________ BY AND BETWEEN RIVER HOLDING CORP. BRYLANE INC., A DELAWARE CORPORATION, AND THE ORIGINAL PURCHASER PARTICIPANT HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER HOLDING CORPBRYLANE INC." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION BONUS AGREEMENT DATED AS OF APRIL 7_____________, 1998 1996 BY AND BETWEEN RIVER HOLDING CORP. AMERICA'S FAVORITE CHICKEN COMPANY AND THE ORIGINAL PURCHASER EMPLOYEE HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER HOLDING CORPAMERICA'S FAVORITE CHICKEN COMPANY SUCH SECURITIES ALSO ARE SUBJECT TO THE VOTING AGREEMENT CONTAINED IN SUCH STOCK BONUS AGREEMENT." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock the Shares shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION PURCHASE AGREEMENT DATED AS OF APRIL 7________________, 1998 BY AND BETWEEN RIVER HOLDING CORP. ADVANCE AUTO PARTS, INC., A DELAWARE CORPORATION, AND THE ORIGINAL PURCHASER HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER HOLDING CORPADVANCE AUTO PARTS, INC." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock the Shares shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, HAVE BEEN TAKEN FOR INVESTMENT AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OFOF UNLESS THERE IS AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT COVERING SUCH SECURITIES OR THE COMPANY RECEIVES AN OPINION OF COUNSEL, EXCEPT IN ACCORDANCE WITH SATISFACTORY TO THE TERMS COMPANY, STATING THAT SUCH DISPOSITION IS EXEMPT FROM THE REGISTRATION AND CONDITIONS PROSPECTUS DELIVERY REQUIREMENTS OF THAT CERTAIN STOCK SUBSCRIPTION AGREEMENT DATED AS OF APRIL 7, 1998 BY AND BETWEEN RIVER HOLDING CORP. AND THE ORIGINAL PURCHASER HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER HOLDING CORPACT." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock the Shares shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION AGREEMENT DATED AS OF APRIL 7MAY 29, 1998 2001, BY AND BETWEEN RIVER HOLDING CORP. XXXXXX'X TRADING COMPANY, INC., AN INDIANA CORPORATION, AND THE ORIGINAL PURCHASER HEREOF, A COPY COPIES OF WHICH AGREEMENT IS ARE ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER HOLDING CORPXXXXXX'X TRADING COMPANY, INC." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION AGREEMENT DATED AS OF APRIL 7AUGUST 4, 1998 1999 BY AND BETWEEN RIVER HOLDING CORP. AND THE ORIGINAL PURCHASER INVESTOR HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER HOLDING CORP." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock the Shares shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION AGREEMENT DATED AS OF APRIL 7DECEMBER 9, 1998 1996 BY AND BETWEEN RIVER VP HOLDING CORP. CORPORATION, A DELAWARE CORPORATION, AND THE ORIGINAL PURCHASER HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER VP HOLDING CORPCORPORATION." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock the Shares shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION AGREEMENT DATED AS OF APRIL 7____________, 1998 199__ BY AND BETWEEN RIVER HOLDING CORP. BRYLANE INC., A DELAWARE CORPORATION, AND THE ORIGINAL PURCHASER PARTICIPANT HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER HOLDING CORPBRYLANE INC." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock the Shares shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN RESTRICTED STOCK SUBSCRIPTION AGREEMENT DATED AS OF APRIL 7FEBRUARY 1, 1998 2000, BY AND BETWEEN RIVER ADVANCE HOLDING CORP. CORPORATION, A VIRGINIA CORPORATION, AND THE ORIGINAL PURCHASER HOLDER HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER ADVANCE HOLDING CORPCORPORATION." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- hereafter issued evidencing shares of Common Stock the Shares shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION PURCHASE AGREEMENT DATED AS OF APRIL 7FEBRUARY 1, 1998 2000, BY AND BETWEEN RIVER ADVANCE HOLDING CORP. CORPORATION, A VIRGINIA CORPORATION, AND THE ORIGINAL PURCHASER HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER ADVANCE HOLDING CORPCORPORATION." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.

Legends on Certificates. Any and all certificates now or ----------------------- ------------------------ hereafter issued evidencing shares of Common Stock the Shares shall have endorsed upon them a legend substantially as follows: "THE SECURITIES EVIDENCED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS UPON TRANSFER AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THAT CERTAIN STOCK SUBSCRIPTION AGREEMENT DATED AS OF APRIL 7_________, 1998 BY AND BETWEEN RIVER HOLDING CORP. XXXXXX'X TRADING COMPANY, INC., AN INDIANA CORPORATION, AND THE ORIGINAL PURCHASER HEREOF, A COPY COPIES OF WHICH AGREEMENT IS ARE ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF RIVER HOLDING CORPXXXXXX'X TRADING COMPANY, INC." Such certificates shall also bear such legends and shall be subject to such restrictions on transfer as may be necessary to comply with all applicable federal and state securities laws and regulations.