Stop Transfer; Legend. (a) Stockholder agrees with, and covenants to, Parent that Stockholder will not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of the Securities, unless such transfer is made in compliance with this Agreement. (b) In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of share or the like other than pursuant to the Merger, the term "Existing Shares" will be deemed to refer to and include the shares of the Company Common Stock as well as all such stock dividends and distributions and any shares into which or for which any or all of the Securities may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Agreement. (c) Stockholder will promptly after the date hereof surrender to the Company all certificates representing the Securities, the Company will place the following legend on such certificates in addition to any other legend required thereof: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO AND OTHER PROVISIONS OF A VOTING AGREEMENT, DATED AS OF NOVEMBER 18, 1999, BY AND AMONG TUMBLEWEED COMMUNICATIONS CORP., KEYHOLE ACQUISITION CORP. AND [STOCKHOLDER]."
Appears in 3 contracts
Samples: Voting Agreement (Tumbleweed Communications Corp), Merger Agreement (Worldtalk Communications Corp), Voting Agreement (Tumbleweed Communications Corp)
Stop Transfer; Legend. (a) Stockholder agrees with, and covenants to, Parent the Company that Stockholder will not request that the Company Parent register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of the Securities, unless such transfer is made in compliance with this Agreement.
(b) In the event of a stock dividend or distribution, or any change in the Company Parent Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of share or the like other than pursuant to the Merger, the term "Existing Shares" will be deemed to refer to and include the shares of the Company Parent Common Stock as well as all such stock dividends and distributions and any shares into which or for which any or all of the Securities may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Agreement.
(c) Stockholder will promptly after the date hereof surrender to the Company Parent all certificates representing the Securities, the Company Parent will place the following legend on such certificates in addition to any other legend required thereof: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO AND OTHER PROVISIONS OF A VOTING AGREEMENT, DATED AS OF NOVEMBER 18, 1999, BY AND AMONG TUMBLEWEED COMMUNICATIONS CORP., KEYHOLE ACQUISITION CORP. BETWEEN [___] AND [STOCKHOLDERStockholder]."
Appears in 3 contracts
Samples: Merger Agreement (Worldtalk Communications Corp), Voting Agreement (Tumbleweed Communications Corp), Voting Agreement (Tumbleweed Communications Corp)
Stop Transfer; Legend. (a) Stockholder agrees with, and covenants to, Parent that Stockholder will not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of the Securities, unless such transfer is made in compliance with this Agreement.
(b) In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of share or the like other than pursuant to the Merger, the term "Existing Shares" will be deemed to refer to and include the shares of the Company Common Stock as well as all such stock dividends and distributions and any shares into which or for which any or all of the Securities may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Agreement.
(c) Stockholder will promptly after the date hereof surrender to the Company all certificates representing the Securities, the Company will place the following legend on such certificates in addition to any other legend required thereof: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO AND OTHER PROVISIONS OF A VOTING AGREEMENT, DATED AS OF NOVEMBER 18MARCH 8, 19992000, BY AND AMONG TUMBLEWEED COMMUNICATIONS CORPNETGATEWAY, INC., KEYHOLE GALAXY ACQUISITION CORP. AND [STOCKHOLDER]XXXX X. XXXXXXX."
Appears in 2 contracts
Samples: Voting Agreement (Galaxy Enterprises Inc /Nv/), Voting Agreement (Netgateway Inc)
Stop Transfer; Legend. (a) Stockholder agrees with, and covenants to, Parent that Stockholder will not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of the Securities, unless such transfer is made in compliance with this Agreement.
(b) In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of share or the like other than pursuant to the Merger, the term "Existing Shares" will be deemed to refer to and include the shares of the Company Common Stock as well as all such stock dividends and distributions and any shares into which or for which any or all of the Securities may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Agreement.
(c) Stockholder will promptly after the date hereof surrender to the Company all certificates representing the Securities, the Company will place the following legend on such certificates in addition to any other legend required thereof: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO AND OTHER PROVISIONS OF A VOTING AGREEMENT, DATED AS OF NOVEMBER 18JUNE __, 19992000, BY AND AMONG TUMBLEWEED COMMUNICATIONS CORP.[PARENT], KEYHOLE ACQUISITION CORP. [SUB] AND [STOCKHOLDER]."
Appears in 2 contracts
Samples: Voting Agreement (Tumbleweed Communications Corp), Voting Agreement (Tumbleweed Communications Corp)
Stop Transfer; Legend. (a) Stockholder Shareholder agrees with, and covenants to, Parent that Stockholder Shareholder will not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of the Securities, unless such transfer is made in compliance with this Agreement.
(b) In the event of a stock dividend or distribution, or any change in the Company Common Stock or Preferred Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of share or the like other than pursuant to the Millennium Merger, the term "Existing Shares" will be deemed to refer to and include the shares of the Company Common Stock and Preferred Stock as well as all such stock dividends and distributions and any shares into which or for which any or all of the Securities may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Agreement.
(c) Stockholder Shareholder will promptly after the date hereof surrender to the Company all certificates representing the Securities, and the Company will place the following legend on such certificates in addition to any other legend required thereofto be placed thereon: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO AND OTHER PROVISIONS OF A VOTING SET FORTH IN THE SHAREHOLDER AGREEMENT, DATED AS OF NOVEMBER 18OCTOBER [__], 19991998, BY AND AMONG TUMBLEWEED COMMUNICATIONS CORP., KEYHOLE ACQUISITION CORP. ZITEL CORPORATION AND [STOCKHOLDER____________]."
Appears in 1 contract
Samples: Shareholder Agreement (Zitel Corp)
Stop Transfer; Legend. (a) Stockholder agrees with, and covenants to, Parent that Stockholder will not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of the Securities, unless such transfer is made in compliance with this Agreement.
(b) In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of share or the like other than pursuant to the Merger, the term "Existing Shares" will be deemed to refer to and include the shares of the Company Common Stock as well as all such stock dividends and distributions and any shares into which or for which any or all of the Securities may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Agreement.
(c) Stockholder will promptly after the date hereof surrender to the Company all certificates representing the Securities, the Company will place the following legend on such certificates in addition to any other legend required thereof: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO AND OTHER PROVISIONS OF A VOTING AGREEMENT, DATED AS OF NOVEMBER 18MARCH 8, 19992000, BY AND AMONG TUMBLEWEED COMMUNICATIONS CORPNETGATEWAY, INC., KEYHOLE GALAXY ACQUISITION CORP. AND [STOCKHOLDER]SUE ANN COCHRAN."
Appears in 1 contract
Samples: Voting Agreement (Netgateway Inc)
Stop Transfer; Legend. (a) The Stockholder agrees with, and covenants to, Parent that the Stockholder will shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of the Securities, Shares unless such transfer is made in compliance with this Agreement.
(b) In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of share shares or the like other than pursuant to the Merger, the term "Existing Shares" will shall be deemed to refer to and include the shares of the Company Common Stock as well as all such stock dividends and distributions and any shares into which or for which any or all of the Securities Shares may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Agreement.
(c) Stockholder will promptly after In the event the Company shall not have issued a stop transfer order with respect to the transfer of the Shares within 5 days from the date hereof hereof, the Stockholder shall promptly surrender to the Company all certificates representing the SecuritiesShares, and the Company will shall place the following legend on such certificates in addition to any other legend required thereofcertificates: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO AND OTHER PROVISIONS OF A VOTING AGREEMENT, STOCKHOLDER AGREEMENT DATED AS OF NOVEMBER 18MAY 22, 1999, 1998 BY AND AMONG TUMBLEWEED COMMUNICATIONS CORP.BETWEEN PBC HOLDINGS, KEYHOLE ACQUISITION CORPINC. AND [STOCKHOLDER]________________ WHICH AMONG OTHER THINGS RESTRICTS THE TRANSFER AND VOTING THEREOF."
Appears in 1 contract
Samples: Merger Agreement (Petes Brewing Co)
Stop Transfer; Legend. (a) Stockholder agrees with, and covenants to, Parent that Stockholder will not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of the Securities, unless such transfer is made in compliance with this Agreement.
(b) In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of share or the like other than pursuant to the Merger, the term "Existing Shares" will be deemed to refer to and include the shares of the Company Common Stock as well as all such stock dividends and distributions and any shares into which or for which any or all of the Securities may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Agreement.
(c) Stockholder will promptly after the date hereof surrender to the Company all certificates representing the Securities, the Company will place the following legend on such certificates in addition to any other legend required thereof: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO AND OTHER PROVISIONS OF A VOTING AGREEMENT, DATED AS OF NOVEMBER 18MARCH 8, 19992000, BY AND AMONG TUMBLEWEED COMMUNICATIONS CORPNETGATEWAY, INC., KEYHOLE GALAXY ACQUISITION CORP. AND [STOCKHOLDER]XXX XXX XXXXXXX."
Appears in 1 contract
Stop Transfer; Legend. (a) Stockholder agrees with, and covenants to, Parent that Stockholder will not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of the Securities, unless such transfer is made in compliance with this Agreement.
(b) In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of share or the like other than pursuant to the Merger, the term "Existing Shares" will be deemed to refer to and include the shares of the Company Common Stock as well as all such stock dividends and distributions and any shares into which or for which any or all of the Securities may be changed or exchanged and appropriate adjustments shall be made to the terms and provisions of this Agreement.
(c) Stockholder will promptly after the date hereof surrender to the Company all certificates representing the Securities, the Company will place the following legend on such certificates in addition to any other legend required thereof: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO AND OTHER PROVISIONS OF A VOTING AGREEMENT, DATED AS OF NOVEMBER 18JUNE , 19992000, BY AND AMONG TUMBLEWEED COMMUNICATIONS CORP.[PARENT], KEYHOLE ACQUISITION CORP. [SUB] AND [STOCKHOLDER]."
Appears in 1 contract