Common use of Transfers of Common Stock Clause in Contracts

Transfers of Common Stock. Each transferee or assignee of any shares of Common Stock subject to this Agreement shall continue to be subject to the terms hereof, and, as a condition precedent to the Company’s recognizing such transfer, each transferee or assignee shall agree in writing to be subject to each of the terms of this Agreement by executing and delivering an Adoption Agreement substantially in the form attached hereto as Exhibit A. Upon the execution and delivery of an Adoption Agreement by any transferee, such transferee shall be deemed to be a party hereto as if such transferee were the transferor and such transferee’s signature appeared on the signature pages of this Agreement and shall be deemed to be a Key Holder and Stockholder, as applicable. The Company shall not permit the transfer of the shares of Common Stock subject to this Agreement on its books or issue a new certificate representing any such shares unless and until such transferee shall have complied with the terms of this Subsection 9.12. Each certificate instrument, or book entry representing the shares of Common Stock subject to this Agreement if issued on or after the date of this Agreement shall be notated by the Company with the legend set forth in Subsection 9.13.

Appears in 2 contracts

Sources: Stockholders Agreement (Alzheon, Inc.), Stockholders Agreement (Alzheon, Inc.)