Common use of Purchase for Investment; Legend on Certificate Clause in Contracts

Purchase for Investment; Legend on Certificate. Each Stockholder acknowledges that all of the securities of the Company held by such Stockholder are being (or have been) acquired for investment and not with a view to the distribution thereof and that no Transfer, hypothecation or assignment of any such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) may be made except in compliance with applicable federal and state securities laws. All of the certificates or other instruments representing any of such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) which are now or hereafter held by any Stockholder shall be subject to the terms of this Agreement and shall have endorsed in writing, stamped or printed, thereon the following legends: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS OF A STOCKHOLDERS AGREEMENT DATED AS OF JUNE 4, 2004, AS AMENDED FROM TIME TO TIME, A COPY OF WHICH IS ON FILE WITH AND AVAILABLE FROM THE SECRETARY OF THE COMPANY." "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OR JURISDICTION, AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH THE REQUIREMENTS OF SUCH ACT." "THE COMPANY HAS MULTIPLE CLASSES OF STOCK. THE COMPANY WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS IN WRITING THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTS."

Purchase for Investment; Legend on Certificate. Each Stockholder of the parties acknowledges that all of the securities of the Company held by such Stockholder Series A Preferred Shares and Warrants are being (or have been) acquired for investment and not with a view to the distribution thereof and that no Transfertransfer, hypothecation or assignment of any such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) Series A Preferred Shares and Warrants may be made except in compliance with applicable federal and state securities laws. All the certificates of Series A Preferred Shares of the certificates or other instruments representing any of such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) which are now or hereafter held by any Stockholder shall be subject to the terms of this Agreement and Company shall have endorsed in writing, stamped or printed, thereon upon the face thereof the following legendslegend: "THIS CERTIFICATE AND THE SECURITIES REPRESENTED BY THIS CERTIFICATE HEREBY ARE SUBJECT TO AND TRANSFERABLE ONLY IN ACCORDANCE WITH THE TERMS AND CONDITIONS PROVISIONS OF A STOCKHOLDERS STOCKHOLDERS' AGREEMENT DATED AS OF JUNE OCTOBER 4, 20041996 AMONG HOME STATE HOLDING, INC., HERRXXX XXXTNERS, L.P., EDWAXX X. XXXXXXX, XXCHXXX X. XXXXXX, XXISS REINSURANCE AMERICA CORPORATION, RELIANCE INSURANCE COMPANY AND ANY OTHER PERSON THAT BECOMES A PARTY TO THE STOCKHOLDERS' AGREEMENT AS AMENDED FROM TIME TO TIME, A COPY OF WHICH IS ON FILE WITH REQUIRED THEREUNDER. THIS WARRANT CERTIFICATE (AND AVAILABLE FROM THE SECRETARY OF THE COMPANY." "THE COMMON STOCK OR OTHER SECURITIES REPRESENTED BY THIS CERTIFICATE ISSUABLE UPON EXERCISE HEREOF) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS UNDER ANY APPLICABLE LAW OR REGULATION OF ANY STATE OR JURISDICTION, AND MAY ARE NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED TRANSFERABLE EXCEPT UPON THE CONDITIONS SPECIFIED IN SECTION 13 OF EXCEPT IN COMPLIANCE WITH THE REQUIREMENTS PURCHASE AGREEMENT REFERRED TO HEREIN AND SUBJECT TO SECTION 14 OF SUCH ACT." "THE COMPANY HAS MULTIPLE CLASSES OF STOCKREGISTRATION RIGHTS AGREEMENT REFERRED TO HEREIN. THE COMPANY WILL FURNISH WITHOUT CHARGE RESERVES THE RIGHT TO EACH STOCKHOLDER WHO SO REQUESTS IN WRITING REFUSE THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS TRANSFER OF SUCH PREFERENCES AND/OR RIGHTSSECURITIES UNTIL SUCH CONDITIONS HAVE BEEN FULFILLED WITH RESPECT TO SUCH TRANSFER. A COPY OF SUCH PURCHASE AGREEMENT SHALL BE FURNISHED BY THE COMPANY TO THE REGISTERED HOLDER HEREOF UPON WRITTEN REQUEST AND WITHOUT CHARGE."

Purchase for Investment; Legend on Certificate. Each Stockholder of the parties acknowledges that all of the securities of the Company Shares held by such Stockholder party are being (or have been) acquired for investment and not with a view to the distribution thereof and that no Transfertransfer, hypothecation or assignment of any such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) Shares may be made except in compliance with applicable federal and state securities laws. All of the certificates or other instruments representing any of such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) Shares which are now or hereafter held owned by any Stockholder shall be the Stockholders and which are subject to the terms of this Agreement and shall have endorsed in writing, stamped or printed, thereon the following legendslegend: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS OF A STOCKHOLDERS AGREEMENT DATED AS OF JUNE 4, 2004, AS AMENDED FROM TIME TO TIME, A COPY OF WHICH IS ON FILE WITH AND AVAILABLE FROM THE SECRETARY OF THE COMPANY." "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OR JURISDICTION, AND MAY NOT BE SOLD, ASSIGNEDOFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED." "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS, INCLUDING CERTAIN RESTRICTIONS ON TRANSFER, OF A STOCKHOLDERS AGREEMENT DATED AS OF AUGUST 15, 2001, AS AMENDED FROM TIME TO TIME, AND NONE OF SUCH SECURITIES, OR ANY INTEREST THEREIN, SHALL BE TRANSFERRED, PLEDGED PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF EXCEPT AS PROVIDED IN COMPLIANCE THAT AGREEMENT. A COPY OF THE STOCKHOLDERS AGREEMENT IS ON FILE WITH THE REQUIREMENTS CLERK OF SUCH ACTTHE COMPANY AND WILL BE MAILED TO ANY PROPERLY INTERESTED PERSON WITHOUT CHARGE WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT OF A WRITTEN REQUEST." "THE COMPANY HAS MULTIPLE CLASSES OF STOCK. THE COMPANY WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS IN WRITING THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTSAll shares shall also bear all legends required by federal and state securities laws."

Purchase for Investment; Legend on Certificate. Each Stockholder acknowledges that all All the certificates (if any) of the securities Securities of the Company held by such Stockholder are being (or have been) acquired for investment and not with a view to the distribution thereof and that no Transfer, hypothecation or assignment of any such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) may be made except in compliance with applicable federal and state securities laws. All of the certificates or other instruments representing any of such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) which are now or hereafter held owned by any Stockholder shall be the Stockholders and which are subject to the terms of this Agreement shall be held by the Company and shall have endorsed in writing, stamped or printed, thereon the following legendslegend: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS OF A STOCKHOLDERS AGREEMENT DATED AS OF JUNE 4, 2004, AS AMENDED FROM TIME TO TIME, A COPY OF WHICH IS ON FILE WITH AND AVAILABLE FROM THE SECRETARY OF THE COMPANY." "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AMENDED (THE “ACT”) OR THE SECURITIES LAWS OF ANY STATE OR JURISDICTIONSTATE, AND MAY NOT BE SOLD OR TRANSFERRED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED ASSIGNED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT UNLESS IN THE OPINION OF EXCEPT IN COMPLIANCE WITH COUNSEL REASONABLY SATISFACTORY TO THE COMPANY AN EXEMPTION FROM REGISTRATION REQUIREMENTS OF THE ACT AND SUCH ACT." "THE COMPANY HAS MULTIPLE CLASSES OF STOCKSECURITIES LAWS IS AVAILABLE. THE COMPANY WILL FURNISH WITHOUT CHARGE SECURITIES REPRESENTED HEREBY ARE ALSO SUBJECT TO EACH STOCKHOLDER WHO SO REQUESTS ADDITIONAL RESTRICTIONS ON TRANSFER, CERTAIN REPURCHASE OPTIONS AND CERTAIN OTHER AGREEMENTS SET FORTH IN WRITING A STOCKHOLDERS AGREEMENT BETWEEN THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF ISSUER AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OTHER SIGNATORIES THERETO. THE ISSUER RESERVES THE RIGHT TO REFUSE THE TRANSFER OF THIS SECURITY UNTIL THE CONDITIONS THEREIN HAVE BEEN FULFILLED WITH RESPECT TO SUCH TRANSFER. A COPY OF SUCH PREFERENCES AND/OR RIGHTSAGREEMENT MAY BE OBTAINED BY THE HOLDER HEREOF AT THE ISSUER’S PRINCIPAL PLACE OF BUSINESS WITHOUT CHARGE."

Purchase for Investment; Legend on Certificate. Each Stockholder of the parties acknowledges that all of the securities of the Company Shares held by such Stockholder party are being (or have been) acquired for investment and not with a view to the distribution thereof and that no Transfer, hypothecation or assignment of any such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) Shares may be made except in compliance with applicable federal and state securities laws. All of the certificates or other instruments representing any of such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) evidencing Shares which are now or hereafter held owned by any Stockholder shall be the Stockholders and which are subject to the terms of this Agreement and shall have endorsed in writing, stamped or printed, thereon the following legendslegend: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS OF A STOCKHOLDERS AGREEMENT DATED AS OF JUNE 4, 2004, AS AMENDED FROM TIME TO TIME, A COPY OF WHICH IS ON FILE WITH AND AVAILABLE FROM THE SECRETARY OF THE COMPANY." "“THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OR JURISDICTION, AND MAY NOT BE SOLD, ASSIGNEDOFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS, INCLUDING CERTAIN RESTRICTIONS ON TRANSFER, OF A SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT DATED AS OF JUNE 1, 2016, AS AMENDED, RESTATED, AMENDED AND RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, AND NONE OF SUCH SECURITIES, OR ANY INTEREST THEREIN, SHALL BE TRANSFERRED, PLEDGED PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF EXCEPT AS PROVIDED IN COMPLIANCE THAT AGREEMENT. A COPY OF THE STOCKHOLDERS AGREEMENT IS ON FILE WITH THE REQUIREMENTS SECRETARY OF SUCH ACT." "THE COMPANY HAS MULTIPLE CLASSES OF STOCK. THE COMPANY AND WILL FURNISH BE MAILED TO ANY PROPERLY INTERESTED PERSON WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS IN WRITING THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTSA WRITTEN REQUEST."” All certificates evidencing Shares shall also bear all legends required by federal and state securities laws. The legends set forth in this Section 4.10 shall be removed at the expense of the Company at the request of a Holder at any time when all of the provisions of Article II hereof cease to be applicable to any such Shares or such Shares are registered under the 0000 Xxx.

Purchase for Investment; Legend on Certificate. Each Stockholder acknowledges that all All of the securities of the Company Shares held, being acquired or to be held or acquired by such each Stockholder are being (or have been) , are being, and will be acquired for investment and not with a view to the distribution thereof and that no Transfer, hypothecation or assignment Transfer of any such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) Shares may be made except in compliance with this agreement and applicable federal and state securities laws. All of the stock certificates or other instruments representing any of for such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) which are Shares now or hereafter held owned by any Stockholder shall be subject to the terms of this Agreement and Stockholders shall have endorsed indorsed in writing, stamped or printed, thereon upon the back thereof, the following legends: legend (or a legend of similar effect): "THIS CERTIFICATE AND THE SECURITIES REPRESENTED BY THIS CERTIFICATE HEREBY ARE SUBJECT TO AND TRANSFERABLE ONLY IN ACCORDANCE WITH THE TERMS AND CONDITIONS PROVISIONS OF A STOCKHOLDERS AGREEMENT DATED AS AGREEMENT. A COPY OF JUNE 4, 2004THAT AGREEMENT, AS IT MAY BE AMENDED FROM TIME TO TIME, A COPY IS MAINTAINED WITH THE CORPORATE RECORDS OF WHICH THE COMPANY AND IS ON FILE WITH AND AVAILABLE FROM FOR INSPECTION AT THE SECRETARY EXECUTIVE OFFICES OF THE COMPANY." "THE SECURITIES SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, 1933 OR THE SECURITIES LAWS OF UNDER ANY STATE SECURITIES OR JURISDICTION, BLUE SKY LAWS AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT TRANSFERRED IN COMPLIANCE WITH THE REQUIREMENTS ABSENCE OF SUCH ACT." "THE COMPANY HAS MULTIPLE CLASSES OF STOCK. THE COMPANY WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS IN WRITING THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, REGISTRATION OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK AN EXEMPTION THEREFROM UNDER SUCH ACT OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS UNDER SUCH STATE SECURITIES OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTSBLUE SKY LAWS."

Purchase for Investment; Legend on Certificate. Each Stockholder of the parties acknowledges that all of the securities of the Company Shares held by such Stockholder party are being (or have been) acquired for investment and not with a view to the distribution thereof and that no Transfer, hypothecation or assignment of any such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) Shares may be made except in compliance with applicable federal and state securities laws. All of the certificates or other instruments representing any of such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) evidencing Shares which are now or hereafter held owned by any Stockholder shall be the Stockholders and which are subject to the terms of this Agreement and shall have endorsed in writing, stamped or printed, thereon the following legendslegend: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS OF A STOCKHOLDERS AGREEMENT DATED AS OF JUNE 4, 2004, AS AMENDED FROM TIME TO TIME, A COPY OF WHICH IS ON FILE WITH AND AVAILABLE FROM THE SECRETARY OF THE COMPANY." "“THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OR JURISDICTION, AND MAY NOT BE SOLD, ASSIGNEDOFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS, INCLUDING CERTAIN RESTRICTIONS ON TRANSFER, OF A SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT DATED AS OF [·], 2016, AS AMENDED, RESTATED, AMENDED AND RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, AND NONE OF SUCH SECURITIES, OR ANY INTEREST THEREIN, SHALL BE TRANSFERRED, PLEDGED PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF EXCEPT AS PROVIDED IN COMPLIANCE THAT AGREEMENT. A COPY OF THE STOCKHOLDERS AGREEMENT IS ON FILE WITH THE REQUIREMENTS SECRETARY OF SUCH ACT." "THE COMPANY HAS MULTIPLE CLASSES OF STOCK. THE COMPANY AND WILL FURNISH BE MAILED TO ANY PROPERLY INTERESTED PERSON WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS IN WRITING THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTSA WRITTEN REQUEST."” All certificates evidencing Shares shall also bear all legends required by federal and state securities laws. The legends set forth in this Section 4.10 shall be removed at the expense of the Company at the request of a Holder at any time when all of the provisions of Article II hereof cease to be applicable to any such Shares or such Shares are registered under the 0000 Xxx.

Purchase for Investment; Legend on Certificate. Each Stockholder acknowledges that all of the securities of the Company held by such Stockholder are being (or have been) acquired for investment and not with a view to the distribution thereof and that no Transfertransfer, hypothecation or assignment of any such securities (including the Common Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) may be made except in compliance with applicable federal and state securities laws. All of the certificates or other instruments representing any of such securities (including the Common Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) which are now or hereafter held by any Stockholder shall be subject to the terms of this Agreement and shall have endorsed in writing, stamped or printed, thereon either of the following legends: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS OF A AN AMENDED AND RESTATED STOCKHOLDERS AGREEMENT DATED AS OF JUNE 4OCTOBER 9, 20041998, AS AMENDED FROM TIME TO TIME, A COPY OF WHICH IS ON FILE WITH AND AVAILABLE FROM THE SECRETARY OF THE COMPANY." or "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER ARE SUBJECT TO CERTAIN PROVISIONS REGARDING THE VOTING OF SUCH SECURITIES ACT AND CERTAIN TRANSFER RESTRICTIONS SET FORTH IN THE AMENDED AND RESTATED STOCKHOLDERS AGREEMENT DATED AS OF 1933OCTOBER 9, 1998, AS AMENDEDAMENDED FROM TIME TO TIME, OR THE SECURITIES LAWS A COPY OF ANY STATE OR JURISDICTION, AND WHICH MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH THE REQUIREMENTS OF SUCH ACT." "OBTAINED FROM THE COMPANY HAS MULTIPLE CLASSES OF STOCK. THE COMPANY WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS IN WRITING THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTSAT ITS PRINCIPAL EXECUTIVE OFFICES."

Purchase for Investment; Legend on Certificate. Each Stockholder acknowledges that all of the securities of the Company held by such Stockholder are being (or have been) acquired for investment and not with a view to the distribution thereof and that no Transfer, hypothecation or assignment of any such securities (including the Common Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) may be made except in compliance with applicable federal and state securities laws. All of the certificates or other instruments representing any of such securities (including the Common Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) which are now or hereafter held by any Stockholder shall be subject to the terms of this Agreement and shall have endorsed in writing, stamped or printed, thereon the following legends: "“THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS OF A AN AMENDED AND RESTATED STOCKHOLDERS AGREEMENT DATED AS OF JUNE 4OCTOBER 17, 20042001, AS AMENDED FROM TIME TO TIME, A COPY OF WHICH IS ON FILE WITH AND AVAILABLE FROM THE SECRETARY OF THE COMPANY." "” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE APPLICABLE STATE SECURITIES LAWS OF ANY STATE OR JURISDICTION, AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH THE REQUIREMENTS OF SUCH ACT." "THE COMPANY HAS MULTIPLE CLASSES OF STOCK. THE COMPANY WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS IN WRITING THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTS."”

Purchase for Investment; Legend on Certificate. Each Stockholder acknowledges that all of the securities of the Company held by such Stockholder are being (or have been) acquired for investment and not with a view to the distribution thereof and that no Transfer, hypothecation or assignment Transfer of any such securities (including the Common Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) may be made except in compliance with applicable federal and state securities laws. All of the certificates or other instruments representing any of such securities (including the Common Stock for which such securities may be exercisable or exchangeable or into which such securities 18 may be convertible) which are now or hereafter held by any Stockholder shall be subject to the terms of this Agreement and shall have endorsed in writing, stamped or printed, thereon the following legends: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS OF A AN AMENDED AND RESTATED STOCKHOLDERS AGREEMENT DATED AS OF JUNE 4OCTOBER 17, 20042003, AS AMENDED FROM TIME TO TIME, A COPY OF WHICH IS ON FILE WITH AND AVAILABLE FROM THE SECRETARY OF THE COMPANY." "THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE WERE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OR JURISDICTION, AND THE SECURITIES REPRESENTED BY THIS CERTIFICATE MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH THE REQUIREMENTS OF SUCH ACT." "THE COMPANY HAS MULTIPLE CLASSES OF STOCK. THE COMPANY WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS IN WRITING THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTSLAWS."

Purchase for Investment; Legend on Certificate. Each Stockholder acknowledges that all All of the securities of the Company Securities held, being acquired or to be held or acquired by such each Stockholder are being (or have been) , are being, and will be acquired for investment and not with a view to the distribution thereof and that no Transfer, hypothecation or assignment Transfer of any such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) Securities may be made except in compliance with this agreement and applicable federal and state securities laws. All of the stock certificates or other instruments representing any of for such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) which are Securities now or hereafter held owned by any the Stockholder shall be subject to the terms of this Agreement and shall have endorsed indorsed in writing, stamped or printed, thereon upon the back thereof, the following legends: legend (or a legend of similar effect): "THIS CERTIFICATE AND THE SECURITIES REPRESENTED BY THIS CERTIFICATE HEREBY ARE SUBJECT TO AND TRANSFERABLE ONLY IN ACCORDANCE WITH THE TERMS AND CONDITIONS PROVISION OF A STOCKHOLDERS AGREEMENT AGREEMENT, DATED AS JANUARY 24, 2000. A COPY OF JUNE 4, 2004THAT AGREEMENT, AS IT MAY BE AMENDED FROM TIME TO TIME, A COPY IS MAINTAINED WITH THE CORPORATE RECORDS OF WHICH THE COMPANY AND IS ON FILE WITH AND AVAILABLE FROM FOR INSPECTION AT THE SECRETARY EXECUTIVE OFFICES OF THE COMPANY." "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, 1933 OR THE SECURITIES LAWS OF UNDER ANY STATE SECURITIES OR JURISDICTION, BLUE SKY LAWS AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT TRANSFERRED IN COMPLIANCE WITH THE REQUIREMENTS ABSENCE OF SUCH ACT." "THE COMPANY HAS MULTIPLE CLASSES OF STOCK. THE COMPANY WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS IN WRITING THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, REGISTRATION OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK AN EXEMPTION THEREFROM UNDER SUCH ACT OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS UNDER SUCH STATE SECURITIES OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTSBLUE SKY LAWS."

Purchase for Investment; Legend on Certificate. Each Stockholder of the parties acknowledges that all of the securities of the Company held by such Stockholder Series A Preferred Shares and Warrants are being (or have been) acquired for investment and not with a view to the distribution thereof and that no Transfertransfer, hypothecation or assignment of any such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) Series A Preferred Shares and Warrants may be made except in compliance with applicable federal and state securities laws. All the certificates of Series A Preferred Shares of the certificates or other instruments representing any of such securities (including the Stock for which such securities may be exercisable or exchangeable or into which such securities may be convertible) which are now or hereafter held by any Stockholder shall be subject to the terms of this Agreement and Company shall have endorsed in writing, stamped or printed, thereon upon the face thereof the following legendslegend: "THIS CERTIFICATE AND THE SECURITIES REPRESENTED BY THIS CERTIFICATE HEREBY ARE SUBJECT TO AND TRANSFERABLE ONLY IN ACCORDANCE WITH THE TERMS AND CONDITIONS PROVISIONS OF A STOCKHOLDERS STOCKHOLDERS' AGREEMENT DATED AS OF JUNE OCTOBER 4, 20041996 AMONG HOME STATE HOLDING, INC., HERRICK PARTNERS, L.P., EDWARD D. HERRICK, MICHAEL H. MONIEX, XXXXS REINSURANCE AMEXXXX XXXXXXXXXXX, RXXXXXXX XXXXXXXXX COMPANY AND ANY OTHER PERSON THAT BECOMES A PARTY TO THE STOCKHOLDERS' AGREEMENT AS AMENDED FROM TIME TO TIME, A COPY OF WHICH IS ON FILE WITH REQUIRED THEREUNDER. All certificates representing the Warrants shall bear the following legend: THIS WARRANT CERTIFICATE (AND AVAILABLE FROM THE SECRETARY OF THE COMPANY." "THE COMMON STOCK OR OTHER SECURITIES REPRESENTED BY THIS CERTIFICATE ISSUABLE UPON EXERCISE HEREOF) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS UNDER ANY APPLICABLE LAW OR REGULATION OF ANY STATE OR JURISDICTION, AND MAY ARE NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED TRANSFERABLE EXCEPT UPON THE CONDITIONS SPECIFIED IN SECTION 13 OF EXCEPT IN COMPLIANCE WITH THE REQUIREMENTS PURCHASE AGREEMENT REFERRED TO HEREIN AND SUBJECT TO SECTION 14 OF SUCH ACT." "THE COMPANY HAS MULTIPLE CLASSES OF STOCKREGISTRATION RIGHTS AGREEMENT REFERRED TO HEREIN. THE COMPANY WILL FURNISH WITHOUT CHARGE RESERVES THE RIGHT TO EACH STOCKHOLDER WHO SO REQUESTS IN WRITING REFUSE THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS TRANSFER OF SUCH PREFERENCES AND/OR RIGHTSSECURITIES UNTIL SUCH CONDITIONS HAVE BEEN FULFILLED WITH RESPECT TO SUCH TRANSFER. A COPY OF SUCH PURCHASE AGREEMENT SHALL BE FURNISHED BY THE COMPANY TO THE REGISTERED HOLDER HEREOF UPON WRITTEN REQUEST AND WITHOUT CHARGE."