Certificates Contract Clauses (216)

Grouped Into 6 Collections of Similar Clauses From Business Contracts

This page contains Certificates clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Certificates. All certificates for Shares or other securities delivered under this Plan will be subject to such stock transfer orders, legends and other restrictions as the Committee may deem necessary or advisable, including restrictions under any applicable federal, state or foreign securities law, or any rules, regulations and other requirements of the SEC or any stock exchange or automated quotation system upon which the Shares may be listed or quoted.
Found in IMPERVA INC contract
Certificates. All certificates for Shares or other securities whether or not certificated, delivered under this Plan will be subject to such stock transfer orders, legends legends, and other restrictions as the Committee may deem necessary or advisable, including restrictions under any applicable U.S. federal, state state, or foreign securities law, or any rules, regulations regulations, and other requirements of the SEC or any stock exchange or automated quotation system upon which the Shares may be listed o...r quoted. quoted, and any non-U.S. exchange controls or securities law restrictions to which the Shares are subject. View More
Found in Stoke Therapeutics, Inc. contract
Certificates. All If the Units are certificated, all certificates for Shares Units or other securities delivered under this Plan will be subject to such stock Unit transfer orders, legends and other restrictions as the Committee may deem necessary or advisable, including restrictions under any applicable federal, state or foreign securities law, or any rules, regulations and other requirements of the SEC or any stock exchange or automated quotation system upon which the Shares Units may be listed or quoted.
Found in Pluralsight, Inc. contract
Certificates. All certificates for Shares or other securities whether or not certificated, delivered under this Plan will be subject to such stock transfer orders, legends and other restrictions as the Committee may deem necessary or advisable, including restrictions under any applicable U.S. federal, state or foreign securities law, or any rules, regulations and other requirements of the SEC or any stock exchange or automated quotation system upon which the Shares may be listed or quoted. quoted and any non-...U.S. exchange controls or securities law restrictions to which the Shares are subject. View More
Found in Alteryx, Inc. contract
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Certificates. (a) (i) Certificates evidencing the Restricted Stock shall be issued by the Company and shall be registered in the Employee's name on the stock transfer books of the Company promptly after the date hereof, but shall remain in the physical custody of the Company or its designee at all times prior to the vesting of such Restricted Stock pursuant to Section 2. The Employee hereby acknowledges and agrees that the Company shall retain custody of such certificate or certificates until the restrictions... imposed by Section 2 on the Common Stock granted hereunder lapse. As a condition to the receipt of this Restricted Stock Award, the Employee shall deliver to the Company an Assignment Separate From Certificate in the form attached as Exhibit A, duly endorsed in blank, relating to the Restricted Stock. No certificates shall be issued for fractional shares. (ii) As soon as practicable following the vesting of the Restricted Stock pursuant to Section 2, certificates for the Restricted Stock which shall have vested shall be delivered to the Employee or to the Employee's legal guardian or representative along with the stock powers relating thereto. (iii) The certificates representing the vested Restricted Stock delivered to the Employee as contemplated by this Section 3(a) shall bear the legend set forth in Section 10.3(b) of the Plan and shall be subject to such stop transfer orders and other restrictions as the Committee may deem advisable under the Plan or the rules, regulations, and other requirements of the Securities and Exchange Commission or any stock exchange upon which such Common Stock is listed, any applicable Federal or state laws and the Company's Articles of Incorporation and Bylaws, and the Committee may cause a legend or legends to be put on any such certificates to make appropriate reference to such restrictions. (b) Notwithstanding Section 3(a) of this Agreement, the shares subject to the Restricted Stock Award may be issued by the Company in book entry form and the shares deposited with the appropriate registered book-entry custodian. If so issued, a notation to the same restrictive effect as the legend required by Section 10.3(b) of the Plan shall be placed on the transfer agent's books in connection with such shares. As soon as practicable following the vesting of the Restricted Stock pursuant to Section 2, such notation shall be removed from such book entry. View More
Found in ROCKWELL MEDICAL, INC. contract
Certificates. (a) (i) Certificates evidencing the Restricted Stock shall be issued by the Company and shall be registered in the Employee's Director's name on the stock transfer books of the Company promptly after the date hereof, but shall remain in the physical custody of the Company or its designee at all times prior to the vesting of such Restricted Stock pursuant to Section 2. The Employee Director hereby acknowledges and agrees that the Company shall retain custody of such certificate or certificates un...til the restrictions imposed by Section 2 on the Common Stock granted hereunder lapse. As a condition to the receipt of this Restricted Stock Award, the Employee Director shall deliver to the Company an Assignment Separate From Certificate in the form attached as Exhibit A, duly endorsed in blank, relating to the Restricted Stock. No certificates shall be issued for fractional shares. (ii) As soon as practicable following the vesting of the Restricted Stock pursuant to Section 2, certificates for the Restricted Stock which shall have vested shall be delivered to the Employee Director or to the Employee's Director's legal guardian or representative along with the stock powers relating thereto. thereto and without the legend set forth in Section 10.3(b) of the Plan. (iii) The certificates representing the vested unvested Restricted Stock delivered to the Employee as contemplated by this Section 3(a) shall bear the legend set forth in Section 10.3(b) of the Plan and shall be subject to such stop transfer orders and other restrictions as the Committee may deem advisable under the Plan or the rules, regulations, and other requirements of the Securities and Exchange Commission or any stock exchange upon which such Common Stock is listed, any applicable Federal or state laws and the Company's Articles of Incorporation and Bylaws, and the Committee may cause a legend or legends to be put on any such certificates to make appropriate reference to such restrictions. (b) Notwithstanding Section 3(a) of this Agreement, the shares subject to the Restricted Stock Award may be issued by the Company in book entry form and the shares deposited with the appropriate registered book-entry custodian. If so issued, a notation to the same restrictive effect as the legend required by Section 10.3(b) of the Plan shall be placed on the transfer agent's books in connection with such shares. As soon as practicable following the vesting of the Restricted Stock pursuant to Section 2, such notation shall be removed from such book entry. View More
Found in ROCKWELL MEDICAL, INC. contract
Certificates. (a) (i) Certificates evidencing the Restricted Stock shall be issued by the Company and shall be registered in the Employee's name on the stock transfer books of the Company promptly after the date hereof, Grant Date, but shall remain in the physical custody of the Company or its designee at all times prior to the vesting of such Restricted Stock Vesting pursuant to Section 2 The Employee hereby acknowledges and agrees that shall be legended as provided in Section 10.3 of the Company shall retai...n custody of such certificate or certificates until the restrictions imposed by Section 2 on the Common Stock granted hereunder lapse. As a condition to the receipt of this Restricted Stock Award, the Employee shall deliver to the Company an Assignment Separate From Certificate in the form attached as Exhibit A, duly endorsed in blank, relating to the Restricted Stock. No Plan. Such certificates shall be issued for fractional shares. (ii) As soon as practicable following the vesting of the Restricted Stock pursuant to Section 2, certificates for the Restricted Stock which shall have vested shall be delivered to the Employee or to the Employee's legal guardian or representative along with the stock powers relating thereto. (iii) The certificates representing the vested Restricted Stock delivered to the Employee as contemplated by this Section 3(a) shall bear the legend set forth in Section 10.3(b) of the Plan and shall also be subject to such stop transfer orders and other restrictions as the Committee may deem advisable under the Plan or the rules, regulations, and other requirements of the Securities and Exchange Commission or any stock exchange upon which such Common the Stock is listed, Exchange, any applicable Federal or state laws and the Company's Articles of Incorporation and Bylaws, Bylaws as then in effect, and the Committee may cause a legend or legends to be put on any such certificates to make appropriate reference to such restrictions. (b) Notwithstanding Section 3(a) As a condition to the receipt of this Agreement, Award, the shares subject Employee shall deliver to the Company a stock power, duly endorsed in blank, relating to the Restricted Stock Award Stock. Alternatively, instead of issuing a stock certificate, the shares may be issued by the Company in book entry form and the shares deposited with the appropriate registered book-entry custodian. If so issued, a notation shall be made to the same restrictive effect effect. No certificates shall be issued for fractional shares. (b) As soon as practicable following Vesting pursuant to Section 2, certificates for the Restricted Stock that have Vested shall be delivered to the Employee or to the Employee's legal guardian or representative, along with the stock powers relating thereto, and the legend previously required by Section 10.3(b) 10.3 of the Plan shall be placed on removed. If the shares have been issued in book entry form, the restrictive notation made pursuant to Section 10.3 of the Plan shall be removed. If Vesting occurs due to Employee's death, such certificates shall be delivered or notation removed not later than 15 business days after the later of (i) the Employee's death and (ii) receipt by the Company of written notice of the administrator's or executor's status and evidence satisfactory to the Company to establish the validity of the transfer agent's books in connection of the Vested shares and compliance with such shares. As soon any laws or regulations pertaining to said transfer.4. Rights as practicable following a Shareholder. The Employee shall have no rights as a shareholder of the vesting Company until the shares underlying the Award are issued. Once issued, the Employee shall be the record owner of the Restricted Stock unless or until such Restricted Stock is forfeited pursuant to Section 2, such notation 2 or is otherwise transferred, and as record owner shall be removed from such book entry. entitled to all rights of a common shareholder of the Company (including, without limitation, the right to vote and to receive dividends and other distributions on the shares of Restricted Stock). View More
Found in ITC Holdings Corp. contract
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Certificates. At and after the Effective Time until thereafter surrendered for transfer or exchange in the ordinary course, each outstanding certificate that immediately prior thereto represented shares of Company Common Stock or Company Series B Preferred Stock shall be deemed for all purposes to evidence ownership of and to represent the shares of Holdings Common Stock or Holdings Series A Preferred Stock, as applicable, into which the shares of Company Common Stock or Company Series B Preferred Stock repre...sented by such certificate have been converted or exchanged as herein provided and shall be so registered on the books and records of Holdings and its transfer agent. At and after the Effective Time, the shares of capital stock of Holdings shall be uncertificated; provided, that, any shares of capital stock of Holdings that are represented by outstanding certificates of the Company pursuant to the immediately preceding sentence shall continue to be represented by certificates as provided therein and shall not be uncertificated unless and until a valid certificate representing such shares pursuant to the immediately preceding sentence is delivered to Holdings at its registered office in the State of New York, its principal place of business, or an officer or agent of Holdings having custody of books and records of Holdings, at which time such certificate shall be canceled and in lieu of the delivery of a certificate representing the applicable shares of capital stock of Holdings, Holdings shall (i) issue to such holder the applicable uncertificated shares of capital stock of Holdings by registering such shares in Holdings' books and records as book-entry shares, upon which such shares shall thereafter be uncertificated and (ii) take all action necessary to provide such holder with evidence of the uncertificated book-entry shares, including any action necessary under applicable law in accordance therewith, including in accordance with Section 508 of the NYBCL. If any certificate that prior to the Effective Time represented shares of Company Common Stock or Company Series B Preferred Stock shall have been lost, stolen or destroyed, then, upon the making of an affidavit of such fact by the person or entity claiming such certificate to be lost, stolen or destroyed and the providing of an indemnity by such person or entity to Holdings, in form and substance reasonably satisfactory to Holdings, against any claim that may be made against it with respect to such certificate, Holdings shall issue to such person or entity, in exchange for such lost, stolen or destroyed certificate, uncertificated shares representing the applicable shares of Holdings Common Stock or Holdings Series A Preferred Stock in accordance with the procedures set forth in the preceding sentence. View More
Found in Xerox contract
Certificates. At and after the Effective Time until thereafter surrendered for transfer or exchange in the ordinary course, each outstanding certificate that which immediately prior thereto represented shares of Company Common Stock, Company Preferred Stock, Company Preferred Stock A or Company Series B Preferred Preference Stock shall 3 be deemed for all purposes to evidence ownership of and to represent the shares of Holdings Holdco Common Stock, Holdco Preferred Stock, Holdco Preferred Stock A or Holdings ...Series A Preferred Holdco Preference Stock, as applicable, into which the shares of Company Common Stock, Company Preferred Stock, Company Preferred Stock A or Company Series B Preferred Preference Stock represented by such certificate have been converted or exchanged as herein provided and shall be so registered on the books and records of Holdings Holdco and its transfer agent. At and after the Effective Time, the shares of capital stock of Holdings Holdco shall be uncertificated; provided, that, any shares of capital stock of Holdings Holdco that are represented by outstanding certificates of the Company pursuant to the immediately preceding sentence shall continue to be represented by certificates as provided therein and shall not be uncertificated unless and until a valid certificate representing such shares pursuant to the immediately preceding sentence is delivered to Holdings Holdco at its registered office in the State of New York, Delaware, its principal place of business, or an officer or agent of Holdings Holdco having custody of books and records of Holdings, Holdco, at which time such certificate shall be canceled and in lieu of the delivery of a certificate representing the applicable shares of capital stock of Holdings, Holdings Holdco, Holdco shall (i) issue to such holder the applicable uncertificated shares of capital stock of Holdings Holdco by registering such shares in Holdings' Holdco's books and records as book-entry shares, upon which such shares shall thereafter be uncertificated and (ii) take all action necessary to provide such holder with evidence of the uncertificated book-entry shares, including any action necessary under applicable law in accordance therewith, including in accordance with Section 508 Sections 151(f) and 202 of the NYBCL. DGCL. If any certificate that prior to the Effective Time represented shares of Company Common Stock, Company Preferred Stock, Company Preferred Stock A or Company Series B Preferred Preference Stock shall have been lost, stolen or destroyed, then, upon the making of an affidavit of such fact by the person or entity claiming such certificate to be lost, stolen or destroyed and the providing of an indemnity by such person or entity to Holdings, Holdco, in form and substance reasonably satisfactory to Holdings, Holdco, against any claim that may be made against it with respect to such certificate, Holdings Holdco shall issue to such person or entity, in exchange for such lost, stolen or destroyed certificate, uncertificated shares representing the applicable shares of Holdings Holdco Common Stock, Holdco Preferred Stock, Holdco Preferred Stock A or Holdings Series A Preferred Holdco Preference Stock in accordance with the procedures set forth in the preceding sentence. View More
Found in MDU Resources Group Inc contract
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Certificates. At the option of the Corporation, the Restricted Stock shall be evidenced by an entry on the registry books of the Corporation or by a certificate issued by the Corporation. Participant may not receive or take possession of any shares of Restricted Stock through book-entry accounts held by, or in the name of, Participant so long as the Restricted Stock is not Vested. If the Restricted Stock is evidenced by a certificate, custody of such certificate evidencing the Restricted Stock shall be retain...ed by the Corporation so long as the Restricted Stock is not Vested. Any book entries and certificates evidencing the Restricted Stock shall carry or be endorsed with a legend restricting the transferability of shares set forth in this Agreement. The Corporation shall release the restrictions on the book entry evidencing the Restricted Stock or deliver to Participant the stock certificates evidencing the Common Stock as soon as practicable after the Restricted Stock becomes Vested. View More
Found in NewMarket Corporation contract
Certificates. At the option of the Corporation, Company, the Restricted Stock shall be evidenced by an entry on the registry books of the Corporation Company or by a certificate issued by the Corporation. Company. Any book entries and certificates evidencing the Restricted Stock shall carry or be endorsed with a legend restricting the transferability of shares as may be required by applicable securities or other laws, or by the terms of the Plan. Participant may not receive or take possession of any shares of... Restricted Stock through book-entry accounts held by, or in the name of, Participant so long as the Restricted Stock is not Vested. If the Restricted Stock is evidenced by a certificate, custody of such certificate evidencing the Restricted Stock shall be retained by the Corporation Company so long as the Restricted Stock is not Vested. Any book entries and certificates evidencing the Restricted Stock shall carry or be endorsed with a legend restricting the transferability of shares set forth in this Agreement. The Corporation Company shall release the restrictions on the book entry book-entry evidencing the Restricted Stock or deliver to Participant the stock certificates evidencing the Common Company Stock as soon as practicable after the Restricted Stock becomes Vested. View More
Found in Parkway Acquisition Corp. contract
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Certificates. The Shares may be evidenced in such manner as the Board shall determine. If certificates representing the Shares are registered in the name of the Grantee, then the Company may retain physical possession of the certificates until the Restriction has lapsed.
Found in MIDDLEBY CORP contract
Certificates. The Shares Restricted Stock may be evidenced in such manner as the Board Committee shall determine. If certificates representing the Shares Restricted Stock are registered in the name of the Grantee, then the Company may retain physical possession of the certificates until the Restriction has restrictions thereon have lapsed.
Found in Armstrong Flooring, Inc. contract
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Certificates. Certificates evidencing the Restricted Shares shall be issued by the Company and shall be registered in the Director's name promptly after the date the shares are vested. No certificates shall be issued for fractional shares, but rather rounded up to the next whole share.
Found in CONVERSION LABS, INC. contract
Certificates. Certificates evidencing the Restricted Shares shall be issued by the Company and shall be registered in the Director's Employee's name promptly after the date the shares are vested. No certificates shall be issued for fractional shares, but rather rounded up to the next whole share.
Found in CONVERSION LABS, INC. contract
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