Endorsement of Share Certificates. 11.1. As soon as possible after the execution of this Agreement or upon later acquisition of additional Common Stock, each Stockholder shall endorse on the face of the certificates representing the Common Stock then owned or thereafter acquired by such Stockholder a legend reading substantially as follows: “The voting and transfer of the shares represented by this Certificate is restricted by, and subject to the terms and conditions of, the XxXxxx Family Stockholders’ Agreement, dated as of July 18, 2017, as it may be amended, a copy of which is with the Secretary of 0-000-XXXXXXX.XXX, Inc., and will be furnished without charge to the holder of such shares upon written request.” In the case of any Common Stock held in book entry form, the Stockholder shall advise the transfer agent to record in its records the fact that the voting and transfer of the Shares is subject to this Agreement and that no transfer of the Shares can be made without prior written notice to the Members of the XxXxxx Family Committee.
Endorsement of Share Certificates. As soon as possible after the execution of this Agreement, the Stockholders shall endorse on the face of the certificates representing the Common Stock subject to this Agreement, now owned or hereinafter acquired by the Stockholders, a legend reading substantially as follows: “The voting of the shares represented by this Certificate is restricted by, and subject to the terms and conditions of, a Controlling Stockholders Agreement, dated as of August , 2004, a copy of which is on file at the offices of the Company and will be furnished without charge to the holder of such shares upon written request.”
Endorsement of Share Certificates. Each certificate representing any Equity Securities now or hereafter owned by a Shareholder or issued to any Person in connection with a transfer pursuant to Section 3 or Section 4 hereof shall be endorsed by the Company with a legend reading substantially as follows: “THE SALE, PLEDGE, HYPOTHECATION OR TRANSFER OF THE SHARES REPRESENTED BY THIS CERTIFICATE IS SUBJECT TO CERTAIN TERMS, CONDITIONS AND RESTRICTIONS SET FORTH IN A RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT BY AND AMONG THE HOLDER HEREOF, THE COMPANY AND CERTAIN OTHER SHAREHOLDERS OF THE COMPANY. COPIES OF SUCH AGREEMENT MAY BE OBTAINED UPON WRITTEN REQUEST TO THE SECRETARY OF THE COMPANY.” The Company, by its execution of this Agreement, agrees that it will cause the certificates evidencing Equity Securities subject to this Agreement issued after the date hereof to bear the legend required by this Section 9.17 of this Agreement, and it shall supply, free of charge, a copy of this Agreement to any holder of a certificate evidencing Equity Securities upon written request from such holder to the Company at its principal office. The parties to this Agreement do hereby agree that the failure to cause the certificates evidencing the Equity Securities to bear the legend required by this Section 9.17 herein and/or the failure of the Company to supply, free of charge, a copy of this Agreement as provided hereunder shall not affect the validity or enforcement of this Agreement.
Endorsement of Share Certificates. Any and all certificates representing Shares now or hereafter beneficially owned by the Shareholders during the term of this Agreement shall have endorsed thereon, in bold type, a legend in the following form: "The securities evidenced by this certificate are subject to the terms of, and the disposition and transfer of such securities is restricted in accordance with certain of the provisions of, an Amended and Restated Shareholders Agreement dated as of February 9, 2005 made between the Corporation, a subsidiary thereof and each and all of the holders of shares. A copy of the said agreement, together with all amendments and supplements thereto, is available for inspection from the Secretary of the Corporation on request and without charge at its registered office."
Endorsement of Share Certificates. All certificates of Shares of the Company now owned or that may hereafter be acquired by the Holders or any transferee shall be endorsed on the reverse side thereof substantially as follows: BY THE TERMS OF A STOCKHOLDERS AGREEMENT, CERTAIN RESTRICTIONS HAVE BEEN PLACED UPON THE TRANSFER AND VOTING OF THE SHARES REPRESENTED BY THIS CERTIFICATE. THE COMPANY WILL FURNISH A COPY OF SUCH AGREEMENT TO THE RECORD HOLDER OF THIS CERTIFICATE WITHOUT CHARGE UPON WRITTEN REQUEST TO THE COMPANY AT ITS PRINCIPAL PLACE OF BUSINESS OR REGISTERED OFFICE. NO REGISTRATION OR TRANSFER OF ANY SHARES REPRESENTED BY THIS CERTIFICATE WILL BE MADE ON THE BOOKS OF THE COMPANY UNLESS AND UNTIL SUCH RESTRICTIONS HAVE BEEN COMPLIED WITH. THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY OTHER FEDERAL OR STATE SECURITIES LAW (COLLECTIVELY, THE “SECURITIES LAWS”) AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF UNLESS MADE PURSUANT TO A REGISTRATION STATEMENT UNDER THE SECURITIES LAWS OR PURSUANT TO ANY AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS THEREOF. FURTHER, THE SHARES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF UNLESS AND UNTIL (1) SUCH SHARES HAVE BEEN REGISTERED UNDER THE SECURITIES LAWS, (2) SUCH SHARES ARE DISPOSED OF PURSUANT TO RULE 144 UNDER THE SECURITIES ACT, OR (3) THE HOLDER OF SUCH SHARES PROVIDES PANOLAM HOLDINGS CO. WITH (A) AN UNQUALIFIED WRITTEN OPINION OF LEGAL COUNSEL, WHICH COUNSEL AND OPINION (IN FORM AND SUBSTANCE) SHALL BE REASONABLY SATISFACTORY TO THE COMPANY, TO THE EFFECT THAT THE PROPOSED DISPOSITION OF SUCH SHARES MAY BE EFFECTED WITHOUT REGISTRATION UNDER THE SECURITIES LAWS OR (B) SUCH OTHER EVIDENCE AS MAY BE REASONABLY SATISFACTORY TO THE COMPANY THAT THE PROPOSED DISPOSITION OF SUCH SHARES MAY BE EFFECTED WITHOUT REGISTRATION UNDER THE SECURITIES LAWS. The Company also shall place stop transfer instructions with respect to such Shares in the securities register for such purpose.
Endorsement of Share Certificates. Certificates for Shares of Cap Rock subject to this Agreement shall be endorsed as follows: “Any assignment, transfer, pledge or other disposition of the shares represented by this certificate, and any subsequent disposition thereof, is restricted by, and subject to, the By-laws of the Corporation and the terms and provisions of a Voting Agreement dated as of December 31, 2004, copies of which are on file with the Secretary of the Corporation.”
Endorsement of Share Certificates. 31 13.4 Employee Stock Ownership Plan................................... 32 13.5 Quantity and Gender............................................. 32 13.6 Table of Contents and Section Headings.......................... 32 13.7 Generally Accepted Accounting Principles........................ 32 13.8 Statutes........................................................ 32 13.9 Severability.................................................... 33 13.10 Currency........................................................ 33 13.11
Endorsement of Share Certificates. Any and all certificates representing Shares now or hereafter beneficially owned by the Shareholders during the term of this Agreement shall have endorsed thereon, in bold type, a legend in the following form: "The securities evidenced by this certificate are subject to the terms of, and disposition and transfer of such securities is restricted in accordance with the provisions of, an agreement dated as of December 17, 2001 made by and among the Corporation, Power Technology Investment Corporation, Vern Strang es qualite, trustee of the FMRC Family Trust anx Xx. Xxxxxesco Bellini (Intervenant). A copy of the said agrxxxxxx, xxxxxxxx with all amendments and supplements thereto, is available for inspection from the Secretary of the Corporation on request and without charge at its registered office."
Endorsement of Share Certificates. 29 11.4 Assignment...................................................... 29 11.5 Counterparts.................................................... 30 11.6 Publicity....................................................... 30 11.7
Endorsement of Share Certificates. On the Remaining Shares Purchase Date and upon the payment of the Performance Payment or the Deferred Payment, as applicable, by the Purchaser to the Escrow Agent for the benefit of the Seller, the Escrow Agent will (x) fill in and complete the endorsement in the share certificates of the Remaining Shares referred to in Section 2.2(e)(i) above with the identity of the Purchaser, (y) deliver to the Purchaser such certificates and to the Company the letter referred to in Section 2.2(e)(ii) above, upon releasing to the Seller the Performance Payment or the Deferred Payment, as applicable; provided that, in the event that the Company is transformed from an S.A. into another type of legal entity after the Closing Date, with respect to the formalities contemplated under (x) and (y) above, the Parties and the Escrow Agent shall comply with such other formalities as are required under Portuguese law in order to transfer the ownership interest held by the Seller in the Company to the Purchaser, and the Seller shall cooperate with the Purchaser in entering into such new arrangements with the Escrow Agent, including depositing any necessary documentation into the Remaining Shares Escrow Agreement, necessary to realize the objectives of this Section 2.3.
