Common use of Required Legend Clause in Contracts

Required Legend. Simultaneously with the execution of this Agreement, each Shareholder shall surrender all certificates of stock, except those certificates representing shares which are or were acquired through ordinary brokerage transactions and not pursuant to this Agreement or as part of the Company's initial public offering, to the Company for endorsement with the following legend, which shall be conspicuously placed on such certificates: "The sale, transfer, assignment, pledge, hypothecation or other disposition of the shares represented by this certificate is restricted by the provisions of the Shareholders Agreement, dated as of March 4, 1998 (as it may be amended from time to time), to which the Company and the holder of this certificate, among others, are parties, a copy of which may be inspected at the principal office of the Company. The provisions of such agreement are incorporated herein by reference." All certificates of stock issued to or acquired by any such Shareholder after the date of this Agreement, except certificates representing shares which are or were acquired through ordinary brokerage transactions and not pursuant to this Agreement or as part of the Company's initial public offering, shall also bear the foregoing legend; provided, however, that the Company shall remove the required legend from any shares transferred to a third party (i.e., a party other than a Shareholder or Permitted Transferee) as permitted in this Agreement, so that such transferee shall not be subject to the requirements contained in this Agreement.

Appears in 1 contract

Sources: Shareholders Agreement (Bingham Financial Services Corp)

Required Legend. Simultaneously with the execution of this Agreement, --------------- each Shareholder shall surrender all certificates of stock, except those certificates representing shares which are or were acquired through ordinary brokerage transactions and not pursuant to this Agreement or as part of the Company's initial public offeringAgreement, to the Company Corporation for endorsement with the following legend, which shall be conspicuously placed on such certificates (in addition to any legends then appearing on such certificates: "): The sale, transfer, assignment, pledge, hypothecation or other disposition of the shares represented by this certificate is restricted by the provisions of the Shareholders Agreement, dated as of March 4June 1, 1998 (as it may be amended from time to time), to which the Company Corporation and the holder of this certificate, among others, are parties, a copy of which may be inspected at the principal office of the CompanyCorporation. The provisions of such agreement are incorporated herein by reference." . All certificates of stock issued to or acquired by any such Shareholder after the date of this Agreement, except certificates representing shares which are or were acquired through ordinary brokerage transactions and not pursuant to this Agreement or as part of the Company's initial public offeringAgreement, shall also bear the foregoing legend; provided, however, that the Company Corporation shall remove the required legend from any shares transferred to a third party (i.e., a party other than a Shareholder or Permitted Transferee) as permitted in this Agreement, so that such transferee shall not be subject to the requirements contained in this Agreement.

Appears in 1 contract

Sources: Shareholders Agreement (Coolsavings Com Inc)