Common use of Restriction on Certificates Clause in Contracts

Restriction on Certificates. Each certificate for the option shares to be issued hereunder, until the Option Holder has held this stock option agreement for a period of two years, without the intent of selling, transferring, or disposing them, shall bear a legend reading substantially as follows: "Neither this stock option agreement nor the shares of common stock issuable upon the exercise of the stock option agreement have been registered under the United States Securities Act of 1933; and the common stock to be issued under the stock option agreement has been acquired for investment and has not been registered under the Securities Act of 1933 or the securities law of any state. Except upon such registration, such securities may not be sold, pledged, hypothecated or otherwise transferred unless the transferor delivers to Commerce Group Corp., an opinion of counsel satisfactory to Commerce Group Corp., its counsel, its transfer agent and its counsel that registration is not required and such transfer will not be in violation of the Securities Act of 1933 or any applicable state securities laws or any rule of regulation thereunder."