Common use of Stop Transfer; Legends Clause in Contracts

Stop Transfer; Legends. In furtherance of this Agreement, Stockholder hereby authorizes and instructs the Company (including through the Company’s transfer agent) to enter a stop transfer order with respect to all of the Covered Shares and to legend the certificates evidencing the Covered Shares. Stockholder agrees that it will cause the Company, as promptly as practicable after the date of this Agreement, to (i) make a notation on its records and give instructions to the transfer agent for the Covered Shares not to permit, during the term of this Agreement, the Transfer of the Covered Shares and (ii) place (or cause the transfer agent for the Covered Shares to place) the legend described below on any certificates evidencing the Covered Shares. Each certificate evidencing the Covered Shares shall bear the following legend on the face thereof: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON VOTING, TRANSFER AND CERTAIN OTHER LIMITATIONS SET FORTH IN THAT CERTAIN TENDER AND SUPPORT AGREEMENT, DATED AS OF APRIL 6, 2014, AMONG THE HOLDER OF THIS CERTIFICATE, GTCR VALOR COMPANIES, INC., AND GTCR VALOR MERGER SUB, INC., A COPY OF WHICH IS ON FILE AT THE PRINCIPAL OFFICE OF VOCUS, INC.”

Appears in 2 contracts

Samples: Tender and Support Agreement (GTCR Valor Merger Sub, Inc.), Tender and Support Agreement (GTCR Valor Merger Sub, Inc.)

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Stop Transfer; Legends. In furtherance of this Agreement, Stockholder hereby authorizes and instructs the Company (including through the Company’s transfer agent) to enter a stop transfer order with respect to all of the Covered Shares and to legend the certificates evidencing the Covered Shares. Stockholder agrees that it will cause the Company, as promptly as practicable after the date of this Agreement, to (i) make a notation on its records and give instructions to the transfer agent for the Covered Shares not to permit, during the term of this Agreement, the Transfer of the Covered Shares and (ii) place (or cause the transfer agent for the Covered Shares to place) the legend described below on any certificates evidencing the Covered Shares. Each certificate evidencing the Covered Shares shall bear the following legend on the face thereof: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON VOTING, TRANSFER AND CERTAIN OTHER LIMITATIONS SET FORTH IN THAT CERTAIN TENDER AND SUPPORT AGREEMENT, DATED AS OF APRIL 6SEPTEMBER 27, 20142016, AMONG THE HOLDER OF THIS CERTIFICATE, GTCR VALOR COMPANIES, INC.BOSTON SCIENTIFIC CORPORATION, AND GTCR VALOR FALCON MERGER SUB, INCCORP., A COPY OF WHICH IS ON FILE AT THE PRINCIPAL OFFICE OF VOCUS, INCBOSTON SCIENTIFIC CORPORATION.

Appears in 1 contract

Samples: Tender and Support Agreement (EndoChoice Holdings, Inc.)

Stop Transfer; Legends. In furtherance of this Agreement, each Principal Stockholder hereby authorizes and instructs the Company (including through the Company’s transfer agent, if any) to enter a stop transfer order with respect to all of the Covered Shares and to legend the certificates certificates, if any, evidencing the Covered Shares. Each Principal Stockholder agrees that it will cause instruct the Company, as promptly as practicable after the date of this Agreement, to (i) make a notation on its records and give instructions to the transfer agent agent, if any, for the Covered Shares not to permit, during the term of this AgreementTerm, the any Transfer of the Covered Shares and (ii) place (or cause the transfer agent for the Covered Shares to place) the legend described below on any certificates evidencing the Covered Shares. Each certificate evidencing ; provided, that the Covered Shares Company’s transfer agent shall bear also be instructed that the following legend stop transfer order (and all other restrictions) shall terminate on the face thereof: earlier of (x) the Expiration Date and (y) the date on which the Company Stockholder Approval is obtained. “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON VOTING, VOTING AND TRANSFER AND CERTAIN OTHER LIMITATIONS SET FORTH IN THAT CERTAIN TENDER AND SUPPORT AGREEMENT, DATED AS OF APRIL 6AUGUST 26, 20142017, AMONG THE HOLDER OF THIS CERTIFICATE, GTCR VALOR COMPANIESCERTIFICATE AND BIRCH COMMUNICATIONS HOLDINGS, INC., AND GTCR VALOR MERGER SUB, INC.. AS THE SAME MAY BE AMENDED FROM TIME TO TIME, A COPY OF WHICH SUPPORT AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICE OF VOCUSFUSION TELECOMMUNICATIONS INTERNATIONAL, INC.

Appears in 1 contract

Samples: Support Agreement (Rosen Marvin S)

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Stop Transfer; Legends. In furtherance of this Agreement, Stockholder hereby authorizes and instructs the Company (including through the Company’s transfer agent) to enter a stop transfer order with respect to all of the Covered Shares and to legend the certificates evidencing the Covered Shares. Stockholder agrees that it will cause the Company, as promptly as practicable after the date of this Agreement, to (i) make a notation on its records and give instructions to the transfer agent for the Covered Shares not to permit, during the term of this Agreement, the Transfer of the Covered Shares and (ii) place (or cause the transfer agent for the Covered Shares to place) the legend described below on any certificates evidencing the Covered Shares. Each certificate evidencing the Covered Shares shall bear the following legend on the face thereof: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON VOTING, TRANSFER AND CERTAIN OTHER LIMITATIONS SET FORTH IN THAT CERTAIN TENDER AND SUPPORT AGREEMENT, DATED AS OF APRIL 6, 2014, AMONG THE HOLDER OF THIS CERTIFICATE, GTCR VALOR COMPANIES, INC., AND GTCR VALOR MERGER SUB, INC., A COPY OF WHICH IS ON FILE AT THE PRINCIPAL OFFICE OF VOCUS, INC.

Appears in 1 contract

Samples: Tender and Support Agreement (GTCR Valor Merger Sub, Inc.)

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