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Contract analysis / form-of-common-stock-certificate.docx
form-of-common-stock-certificate.docx
1010-00002 · 8 clauses
High · 0 Medium · 1 Standard · 0
1. Securities Act Legend Removal. The Securities Act Legend (Legend 1) may be removed from
1. Securities Act Legend Removal. The Securities Act Legend (Legend 1) may be removed from a certificate representing shares of Common Stock upon the occurrence of either of the following: (a) The shares represented by the certificate have been registered for resale under an effective registration statement under the Securities Act of 1933, as amended, and the holder has provided the Transfer Agent with evidence of s
2. Lock-Up Legend Removal. The Lock-Up Legend (Legend 2) may be removed from a certificate
2. Lock-Up Legend Removal. The Lock-Up Legend (Legend 2) may be removed from a certificate representing shares of Common Stock upon the occurrence of any of the following: (a) The expiration of the Lock-Up Period on August 6, 2024 (being 180 days from the date of the final prospectus, February 8, 2024), upon the holder's surrender of the certificate to the Transfer Agent together with a written request for legend rem
3. Transfer Agent Obligation During Lock-Up Period. The Transfer Agent, Continental Share
3. Transfer Agent Obligation During Lock-Up Period. The Transfer Agent, Continental Share Services, Inc., shall not effect any transfer of shares bearing the Lock-Up Legend (Legend 2) during the Lock-Up Period (February 8, 2024, through August 6, 2024) unless accompanied by written authorization from Whitfield Barrow & Co., LLC, as Representative of the Several Underwriters, or confirmation from the Company that the
1. Securities Act Legend Application. The Transfer Agent shall apply the Securities Act L
1. Securities Act Legend Application. The Transfer Agent shall apply the Securities Act Legend (Legend 1) to all certificates issued for shares of Common Stock that have not been registered under an effective registration statement under the Securities Act of 1933, as amended. Without limiting the generality of the foregoing, the Securities Act Legend shall be applied to all certificates representing shares of Common
2. Lock-Up Legend Application. The Transfer Agent shall apply the Lock-Up Legend (Legend
2. Lock-Up Legend Application. The Transfer Agent shall apply the Lock-Up Legend (Legend 2) to all certificates representing shares of Common Stock held by lock-up signatories, as identified on the lock-up execution tracker maintained by the Company and Calderwood & Harkness LLP (listing approximately 45 signatories, including all directors, executive officers, and holders of 1% or more of the pre-IPO outstanding sha
3. Transfer Restrictions During Lock-Up Period. The Transfer Agent shall not process any
3. Transfer Restrictions During Lock-Up Period. The Transfer Agent shall not process any transfer of shares bearing the Lock-Up Legend during the Lock-Up Period (February 8, 2024, through August 6, 2024, inclusive) without the prior written consent of Whitfield Barrow & Co., LLC, as Representative of the Several Underwriters, or confirmation from the Company that the proposed transfer falls within one of the permitte
4. Legend Removal. The Transfer Agent shall remove legends from certificates upon receipt
4. Legend Removal. The Transfer Agent shall remove legends from certificates upon receipt of proper documentation as described in the General Legend Removal Instructions set forth on the reverse side of the certificate form and as further specified in the Transfer Agent Agreement between the Company and Continental Share Services, Inc. dated as of February 8, 2024. The Transfer Agent shall not be required to remove a
5. Record Keeping. The Transfer Agent shall maintain accurate records of all certificates Medium
⚑ Forum / governing law
5. Record Keeping. The Transfer Agent shall maintain accurate records of all certificates issued, all legends affixed to such certificates, and all legend removals effected, and shall make such records available to the Company and its counsel upon reasonable request. Book-Entry / DTC Notation The majority of shares of Common Stock issued in the initial public offering will be held in book-entry form through The Depos