Common use of Transfer of Stock; Investment Intent Clause in Contracts

Transfer of Stock; Investment Intent. Stockholder represents and warrants that all of the Restricted Shares are being acquired for investment and not with a view to, or with any present intention of, selling or otherwise distributing the Restricted Shares. Stockholder further represents that Stockholder is capable of evaluating the merits and risks of an investment in the Restricted Shares, has made such an evaluation and is able to bear the economic risk of an investment in the Restricted Shares indefinitely. Except as otherwise provided in this Agreement, Stockholder shall not sell, transfer, assign, convey, pledge, encumber or in any manner dispose of the Restricted Shares, either voluntarily or involuntarily. All stock certificates evidencing the Restricted Shares shall be imprinted with a legend n substantially the following form: THE TRANSFER OR ENCUMBRANCE OF THE SHARES OF STOCK REPRESENTED BY THE WITHIN CERTIFICATE IS RESTRICTED UNDER THE TERMS OF A RESTRICTED STOCK AGREEMENT DATED SEPTEMBER ___________, 2013, A COPY OF WHICH IS ON FILE IN THE PRINCIPAL OFFICE OF THE COMPANY. THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THESE SHARES HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO DISTRIBUTION OR RESALE, AND MAY NOT BE MORTGAGED, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SHARES UNDER THE ACT OR AN OPINION OF COUNSEL FOR THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE ACT.

Appears in 2 contracts

Samples: Restricted Stock Agreement (Dyadic International Inc), Restricted Stock Agreement (Dyadic International Inc)

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Transfer of Stock; Investment Intent. Stockholder represents and warrants that all of the Restricted Restrict- ed Shares are being acquired for investment and not with a view to, or with any present intention of, selling or otherwise distributing the Restricted Shares. Stockholder further represents that Stockholder Stockhold- er is capable of evaluating the merits and risks of an investment in the Restricted Shares, has made such an evaluation and is able to bear the economic risk of an investment in the Restricted Shares indefinitelyin- definitely. Except as otherwise provided in this Agreement, Stockholder shall not sell, transfer, assignas- sign, convey, pledge, encumber or in any manner dispose of the Restricted Shares, either voluntarily or involuntarily. All stock certificates evidencing the Restricted Shares shall be imprinted with a legend leg- end n substantially the following form: THE TRANSFER OR ENCUMBRANCE OF THE SHARES OF STOCK REPRESENTED BY THE WITHIN CERTIFICATE IS RESTRICTED RE- STRICTED UNDER THE TERMS OF A RESTRICTED STOCK AGREEMENT DATED SEPTEMBER ___________, 2013, A COPY OF WHICH IS ON FILE IN THE PRINCIPAL OFFICE OF THE COMPANYCOM- PANY. THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THESE SHARES HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO DISTRIBUTION OR RESALE, AND MAY NOT BE MORTGAGED, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SHARES UNDER THE ACT OR AN OPINION OF COUNSEL COUN- SEL FOR THE COMPANY THAT REGISTRATION IS NOT REQUIRED RE- QUIRED UNDER THE ACT.

Appears in 1 contract

Samples: Restricted Stock Agreement (Dyadic International Inc)

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Transfer of Stock; Investment Intent. Stockholder represents and warrants that all of the Restricted Shares are being acquired for investment and not with a view to, or with any present intention of, selling or otherwise distributing the Restricted Shares. Stockholder further represents that Stockholder is capable of evaluating the merits and risks of an investment in the Restricted Shares, has made such an evaluation and is able to bear the economic risk of an investment in the Restricted Shares indefinitely. Except as otherwise provided provide in this Agreement, Stockholder Participant shall not sell, transfer, assign, convey, pledge, encumber or in any manner dispose of the Restricted Shares, either voluntarily or involuntarily. All stock certificates evidencing the Restricted Shares shall be imprinted with restricted by a legend n on each certificate in substantially the following form: THE TRANSFER OR ENCUMBRANCE OF THE SHARES OF STOCK REPRESENTED BY THE WITHIN CERTIFICATE IS RESTRICTED UNDER THE TERMS OF A RESTRICTED STOCK AGREEMENT DATED SEPTEMBER ___________The shares of stock represented by the within certificate are subject to a repurchase right by the Issuer. The transferring or encumbrance of the shares of stock represented by the within certificate is restricted. The terms of a Restricted Stock Agreement dated May 18, 20132007, A COPY OF WHICH IS ON FILE IN THE PRINCIPAL OFFICE OF THE COMPANYa copy of which is on file at the principal office of the Issuer, govern the repurchase rights and transfer restrictions. THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF The shares represented by this certificate have not been registered under the Securities Act of 1933. These shares have been acquired for investment and not with a view to distribution or resale, AS AMENDED (THE “ACT”)and may not be mortgaged, pledge, hypothecated, or otherwise transferred without an effective registration statement for such shares under the Securities Act of 1933 or an opinion of counsel for the corporation that registration is not required under such act. THESE SHARES HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO DISTRIBUTION OR RESALEParticipant understands that transfer of the Restricted Shares will not be made otherwise than in accordance with both of the legends set forth above and Shares after they cease to be Restricted Shares will not be transferred otherwise than in accordance with the second legend and that such lack of transferability means that the economic risk of the investment may be substantial. Participant represents and warrants that Participant has received a copy of the Plan and the Participant understands the Plan If the terms of this Agreement and the terms of the Plan conflict with one another, AND MAY NOT BE MORTGAGED, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SHARES UNDER THE ACT OR AN OPINION OF COUNSEL FOR THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE ACTParticipant hereby agrees that the terms of the Plan shall supersede the terms of this Agreement.

Appears in 1 contract

Samples: Restricted Stock Agreement (Etrials Worldwide Inc.)

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