Common use of Endorsement of Stock Certificates Clause in Contracts

Endorsement of Stock Certificates. Conformed copies of this Agreement shall be filed with the Secretary of the Company and kept with the records of the Company at its principal office. Certificates representing the Shares issued prior to the date of this Agreement to the Shareholders shall be recalled by the Company on or before one day after the effective date of this Agreement, and an officer of the Company shall endorse each certificate representing such Shares heretofore and hereafter issued by the Company to the Shareholders by causing to be placed on the face thereof the following: "See restrictions on back of certificate" and by causing to be placed on the back thereof the following legend: THE SHARES REPRESENTED BY THE WITHIN CERTIFICATE IS ISSUED, ACCEPTED AND HELD SUBJECT TO THE TERMS OF A SHAREHOLDERS AGREEMENT, DATED AS OF MARCH 13, 2000. A COPY OF SUCH SHAREHOLDERS AGREEMENT HAS BEEN FILED AT THE OFFICE OF THE CORPORATION. THIS CERTIFICATE AND THE SHARES REPRESENTED HEREBY MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, MORTGAGED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT AS PROVIDED IN SUCH SHAREHOLDERS AGREEMENT, TO ALL OF WHICH AND TO WHICH SHAREHOLDERS AGREEMENT THE HOLDER HEREOF, BY THE ACCEPTANCE HEREOF, AGREES. The Company may also cause to be imposed upon such certificates such other legends as counsel to the Company shall determine to be required under the provisions of any federal or state securities law.

Endorsement of Stock Certificates. (a) Conformed copies of this Agreement shall be filed with the Secretary of the Company and kept with the records of the Company at its principal office. Certificates representing the Shares issued prior to the date of this Agreement to the Shareholders shall be recalled by the Company on or before one day after the effective date of this Agreement, and an An officer of the Company shall endorse each certificate representing such Shares the shares of Capital Stock heretofore and or hereafter issued by the Company to the Shareholders Stockholders by causing to be placed on the face thereof the following: "See restrictions on back “TRANSFER IS SUBJECT TO RESTRICTIVE STOCK LEGENDS ON BACK” Table of certificate" Contents and by causing to be placed on the back thereof the legend in substantially the following legendform: “THE SHARES OF STOCK REPRESENTED BY THE WITHIN THIS CERTIFICATE IS ISSUED, ACCEPTED AND HELD ARE SUBJECT TO THE TERMS OF A SHAREHOLDERS STOCKHOLDERS’ AGREEMENT, DATED AS AMENDED FROM TIME TO TIME, BY AND AMONG THE COMPANY AND CERTAIN OTHER PERSONS, WHICH AGREEMENT CONTAINS, AMONG OTHER PROVISIONS, RESTRICTIONS ON THE TRANSFER, SALE OR OTHER DISPOSITION OF MARCH 13, 2000THE SHARES OF STOCK REPRESENTED BY THIS CERTIFICATE. A COPY OF SUCH SHAREHOLDERS STOCKHOLDERS’ AGREEMENT HAS BEEN FILED FILED, AND IS AVAILABLE FOR REVIEW BY THE RECORD HOLDER OF THIS CERTIFICATE, AT THE PRINCIPAL OFFICE OF THE CORPORATION. THIS CERTIFICATE AND THE SHARES REPRESENTED HEREBY MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, MORTGAGED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF, EXCEPT AS PROVIDED IN SUCH SHAREHOLDERS AGREEMENT, TO ALL OF WHICH AND TO WHICH SHAREHOLDERS AGREEMENT THE HOLDER HEREOF, BY THE ACCEPTANCE HEREOF, AGREES. The Company may also cause to be imposed upon such certificates such other legends as counsel to the Company shall determine to be required under the provisions of any federal or state securities lawCOMPANY.”

Endorsement of Stock Certificates. Conformed copies of this --------------------------------- Agreement shall be filed with the Secretary secretary of the Company and kept with the records of the Company at its principal office. Certificates representing Until such time that the Shares issued prior to the date Company, based on an opinion of this Agreement to the Shareholders counsel, shall be recalled by the Company on or before one day after the effective date of this Agreementhave determined otherwise, and an officer of the Company shall endorse each certificate representing such Shares the Capital Stock heretofore and or hereafter issued by the Company to the Shareholders by causing to be placed on the face thereof the following: "See restrictions on back of certificate" and any Holder by causing to be placed on the back thereof the following legend: THE SHARES SECURITIES REPRESENTED BY THE WITHIN CERTIFICATE IS ISSUED, ACCEPTED AND HELD SUBJECT TO THE TERMS OF A SHAREHOLDERS AGREEMENT, DATED AS OF MARCH 13, 2000. A COPY OF SUCH SHAREHOLDERS AGREEMENT HAS BEEN FILED AT THE OFFICE OF THE CORPORATION. THIS CERTIFICATE AND HAVE NOT BEEN REGISTERED UNDER THE SHARES REPRESENTED HEREBY SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS. NEITHER THESE SECURITIES NOR ANY INTEREST OR PARTICIPATION HEREIN MAY NOT BE RE-OFFERED, SOLD, ASSIGNED, TRANSFERRED, MORTGAGED, PLEDGED, HYPOTHECATED ENCUMBERED OR OTHERWISE DISPOSED OFOF IN THE ABSENCE OF SUCH REGISTRATION UNLESS SUCH TRANSACTION IS EXEMPT FROM, EXCEPT AS PROVIDED IN SUCH SHAREHOLDERS AGREEMENTOR NOT SUBJECT TO, TO ALL REGISTRATION UNDER THE SECURITIES ACT. THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE THE SUBJECT OF WHICH AND TO WHICH A CERTAIN SHAREHOLDERS AGREEMENT WHICH, AMONG OTHER THINGS, CONTAINS RESTRICTIONS ON THE HOLDER HEREOF, BY TRANSFER OF SUCH SECURITIES. A COPY OF THE ACCEPTANCE HEREOF, AGREES. The Company may also cause to be imposed upon such certificates such other legends as counsel to the Company shall determine to be required under the provisions of any federal or state securities lawSHAREHOLDERS AGREEMENT IS AVAILABLE FOR INSPECTION AT THE PRINCIPAL OFFICE OF THE COMPANY.