Common use of Stop Transfer; Legend Clause in Contracts

Stop Transfer; Legend. (a) Each of the Stockholders agrees and covenants to Parent that such Stockholder shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholder's Committed Stock, unless such transfer is made in compliance with this Voting Agreement. (b) Without limiting the covenants set forth in paragraph (a) above, in the event of a stock dividend or distribution, or any change in Shares by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, other than pursuant to the Merger, the term "Shares" shall be deemed to refer to and include the Shares into which or for which any or all of the Shares may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Voting Agreement.

Appears in 6 contracts

Samples: Voting Agreement (Plato Learning Inc), Voting Agreement (Plato Learning Inc), Voting Agreement (Plato Learning Inc)

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Stop Transfer; Legend. (a) Each of the Stockholders The Stockholder agrees and covenants to Parent the Company that such the Stockholder shall not request that the Company Parent register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such the Stockholder's Committed StockShares, unless such transfer is made in compliance with this Voting Stockholder Agreement. (b) Without limiting the covenants set forth in paragraph (a) above, in the event of a stock dividend or distribution, or any change in Shares by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, other than pursuant to the Merger, the term "Shares" shall be deemed to refer to and include the Shares into which or for which any or all of the Shares may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Voting Stockholder Agreement.

Appears in 4 contracts

Samples: Stockholder Agreement (SPR Inc), Stockholder Agreement (Usweb Corp), Stockholder Agreement (SPR Inc)

Stop Transfer; Legend. (a) Each of the Stockholders agrees and covenants to Parent that such Stockholder shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholder's Committed StockShares, unless such transfer is made in compliance with this Voting Agreement. (b) Without limiting the covenants set forth in paragraph (a) above, in the event of a stock dividend or distribution, or any change in Shares by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, other than pursuant to the Merger, the term "Shares" shall be deemed to refer to and include the Shares into which or for which any or all of the Shares may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Voting Agreement.

Appears in 4 contracts

Samples: Voting Agreement (Plato Learning Inc), Voting Agreement (Wasatch Interactive Learning Corp), Voting Agreement (Plato Learning Inc)

Stop Transfer; Legend. (a) Each of the Stockholders Stockholder agrees and covenants to Parent Buyer that such Stockholder shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholder's Committed StockShares, unless such transfer is made in compliance with this Voting Agreement. (b) Without limiting the covenants set forth in paragraph (a) above, in the event of a stock dividend or distribution, or any change in Shares by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, other than pursuant to the Merger, the term "Shares" shall be deemed to refer to and include the Shares into which or for which any or all of the Shares may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Voting Agreement.

Appears in 2 contracts

Samples: Voting Agreement (Plato Learning Inc), Voting Agreement (Lightspan Inc)

Stop Transfer; Legend. (a) Each of the Stockholders The Stockholder agrees and covenants to Parent that such the Stockholder shall not request that the Company register the transfer (book-book- entry or otherwise) of any certificate or uncertificated interest representing any of such the Stockholder's Committed StockShares, unless such transfer is made in compliance with this Voting Stockholder Agreement. (b) Without limiting the covenants set forth in paragraph (a) above, in the event of a stock dividend or distribution, or any change in Shares by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, other than pursuant to the Merger, the term "Shares" shall be deemed to refer to and include the Shares into which or for which any or all of the Shares may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Voting Stockholder Agreement.

Appears in 1 contract

Samples: Stockholder Agreement (Leapnet Inc)

Stop Transfer; Legend. (a) Each of the Stockholders The Stockholder agrees and covenants to Parent the Company that such the Stockholder shall not request that the Company Buyer register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such the Stockholder's Committed StockShares, unless such transfer is made in compliance with this Voting Agreement. (b) Without limiting the covenants set forth in paragraph (a) above, in the event of a stock dividend or distribution, or any change in Shares by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, other than pursuant to the Merger, the term "Shares" shall be deemed to refer to and include the Shares into which or for which any or all of the Shares may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Voting Agreement.

Appears in 1 contract

Samples: Voting Agreement (Lightspan Inc)

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Stop Transfer; Legend. (a) Each of the Stockholders agrees and covenants to Parent that such Stockholder shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholder's Committed Stock’s Shares, unless such transfer is made in compliance with this Voting Agreement. (b) Without limiting the covenants set forth in paragraph (a) above, in the event of a stock dividend or distribution, or any change in Shares by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, other than pursuant to the Merger, the term "Shares" shall be deemed to refer to and include the Shares into which or for which any or all of the Shares may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Voting Agreement.

Appears in 1 contract

Samples: Voting Agreement (Velocity Express Corp)

Stop Transfer; Legend. (a) Each of the Stockholders Shareholder agrees and covenants to Parent that such Stockholder he, she or it shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholder's Committed Stockthe Shares, unless such transfer is made in compliance with this Voting Agreement. (b) Without limiting the covenants set forth in paragraph (a) above, in the event of a stock dividend or distribution, or any change in Shares the Company's shares by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, other than pursuant to the MergerTransactions, the term "Shares" shall be deemed to refer to and include the Shares into which or for which any or all of the Shares may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Voting Agreement.

Appears in 1 contract

Samples: Voting Agreement (Granite City Food & Brewery LTD)

Stop Transfer; Legend. (a) Each of the Stockholders agrees and covenants to Parent the Company that such Stockholder shall not request that the Company Parent register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholder's Committed Stock’s Shares, unless such transfer is made in compliance with this Voting Agreement. (b) Without limiting the covenants set forth in paragraph (a) above, in the event of a stock dividend or distribution, or any change in Shares by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, other than pursuant to the Mergermerger, the term "Shares" shall be deemed to refer to and include the Shares any and all shares into which or for which any or all of the Shares may be changed or exchanged exchanged, and appropriate adjustments shall be made to the terms and provisions of this Voting Agreement.

Appears in 1 contract

Samples: Lock Up and Voting Agreement (NeoStem, Inc.)

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