Exhibit 4
[BE FREE LOGO]
Be Free, Inc.
___________________ ___________________
NUMBER COMMON SHARES
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
_______________________ ________________________
THIS CERTIFICATE IS CUSIP: 073308 10 8
TRANSFERABLE IN BOSTON, SEE REVERSE SIDE FOR
MA OR NEW YORK, NY CERTAIN DEFINITIONS
COMMON STOCK
____________________________________________
THIS CERTIFIES THAT:
IS THE OWNER OF:
____________________________________________
FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF THE PAR
VALUE OF ONE CENT ($.01) EACH OF
BE FREE, INC.
transferable on the books of the Corporation by the holder hereof in person or
by duly authorized attorney, upon surrender of this certificate properly
endorsed or assigned. This certificate and the shares represented hereby are
issued and shall be held subject to the laws of the State of Delaware and to the
provisions of the Amended and Restated Certificate of Incorporation and By-Laws
of the Corporation, as from time to time amended (copies of which are on file
with the Corporation) to all of which the holder, by acceptance hereof, assents.
This certificate is not valid unless countersigned by the Transfer Agent and
registered by the Registrar.
IN WITNESS WHEREOF, the Corporation has caused this certificate to be
signed by the facsimile signatures of its duly authorized officers and its
facsimile corporate seal to be hereunto affixed.
Dated,
/s/ Xxxxxxx X. Xxxxxx /s/ Xxxxxx X. Xxxxxxxxx
_______________________________ ________________________________________
Chief Financial Officer, President and Chief Executive Officer
Secretary and Treasurer
COUNTERSIGNED AND REGISTERED:
Continental Stock Transfer & Trust Company
__________________________________
TRANSFER AGENT AND REGISTRAR
[SEAL]
BE FREE, INC.
The Corporation is authorized to issue more than one class of stock. A
statement of the powers, designations, preferences, and the relative
participating, optional or other rights of each class and series of stock and
the qualifications, limitations or restrictions thereon will be provided without
charge to each stockholder upon request to the Corporation.
The following abbreviations, when used in the inscription on the face of
this Certificate, shall be construed as though they were written out in full
according to applicable laws or regulations.
TEN COM - as tenants in common UNIF GIFT MIN ACT - ______ Custodian _______
TEN ENT - as tenants by the entireties (Cust) (Minor)
JT TEN - as joint tenants with right
of survivorship and not as Under Uniform Gifts to Minors
tenants in common Act _____________________
(State)
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
For value received, _____________________ hereby sell, assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
______________________________________
_____________________________________________________________________________
_____________________________________________________________________________
PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS
INCLUDING POSTAL ZIP CODE OF ASSIGNEE
_____________________________________________________________________________
_____________________________________________________________________________
_____________________________________________________________________ Shares of
the capital stock represented by the within Certificate, and do hereby
irrevocably constitute and appoint ____________________________________ Attorney
to transfer the said stock on the books of the within-named Corporation with
full power of substitution in the premises.
Dated, ____________________
_______________________________________________________
NOTICE: The signature to this assignment must
correspond with the name as written upon the face of
the Certificate in every particular, without alteration
or enlargement, or any change whatever.
Signature(s) Guaranteed: _______________________________________________________
THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE
GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND
LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN
AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM),
PURSUANT TO S.E.C. RULE 174Ad 15.
