Integrated Telecom Express, Inc. Common Stock Certificate

Summary

This document certifies that the named individual is the registered holder of a specified number of shares of common stock in Integrated Telecom Express, Inc., a Delaware corporation. The shares are transferable only on the corporation's books and are subject to the company's Certificate of Incorporation, By-laws, and any amendments. The certificate notes that the shares are not registered under the Securities Act of 1933 and may only be transferred under certain conditions, including compliance with transfer restrictions and rights of first refusal outlined in a separate agreement.

EX-4.1 4 ex-4_1.txt EXHIBIT 4.1 Exhibit 4.1 [Stock Certificate] Certificate INTEGRATED TELECOM EXPRESS, INC. ** Shares C- A Delaware Corporation Common Stock THIS CERTIFIES THAT _______________ is the registered holder of _______ (___) shares of the COMMON STOCK of Integrated Telecom Express, Inc., a Delaware Corporation, transferable only on the books of the Corporation by the holder hereof in person or by attorney upon surrender of this certificate properly endorsed. This certificate and the shares represented hereby are issued and shall be held subject to all the provisions of the Certificate of Incorporation and the By-laws of the Corporation and any amendments thereto, to all of which the holder of this certificate, by acceptance hereof, assents. The Corporation is authorized to issue two classes of stock, Common Stock and Preferred Stock. A statement of all of the rights, preferences, privileges and restrictions granted to or imposed upon the respective classes or series of shares of stock of the Corporation and upon the holders thereof as established by the Certificate of Incorporation may be obtained by any stockholder upon request at the principal office of the Corporation, and the Corporation will furnish any stockholder, upon request and without charge, a copy of such statement. IN WITNESS WHEREOF, the said Corporation has caused this certificate to be signed by its duly authorized officers and its Corporate Seal to be hereunto affixed this 1st day of _________, 2000. [seal] Secretary President FOR VALUE RECEIVED, __________________HEREBY SELLS, ASSIGNS AND TRANSFERS UNTO ___________________ SHARES REPRESENTED BY THE WITHIN CERTIFICATE, AND DO HEREBY IRREVOCABLY CONSTITUTE AND APPOINT _______________ ATTORNEY TO TRANSFER THE SAID SHARES ON THE BOOKS OF THE WITHIN-NAMED CORPORATION WITH FULL POWER OF SUBSTITUTION IN THE PREMISES. DATED ____________________________, 20__ IN PRESENCE OF _________________________ _________________________________ (Witness) (Shareholder) _________________________________ (Shareholder) THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED, SOLD, OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT OR, IN THE OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION DOES NOT VIOLATE THE PROVISIONS OF SAID ACT. THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO CERTAIN RESTRICTIONS UPON TRANSFER AND RIGHTS OF FIRST REFUSAL AND MAY BE TRANSFERRED ONLY IN ACCORDANCE WITH THE TERMS OF AN AGREEMENT BETWEEN THE CORPORATION AND THE REGISTERED HOLDER, A COPY OF WHICH IS ON FILE AT THE PRINCIPAL OFFICE OF THE CORPORATION.