LEGEND DESCRIPTIONS

  1. SECURITIES ACT OF 1933
    THIS SECURITY HAS NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OR 1933 OR THE SECURITIES OR BLUE SKY LAWS OF CALIFORNIA OR ANY OTHER STATE AND MAY BE OFFERED AND SOLD ONLY IF REGISTERED AND QUALIFIED PURSUANT TO THE RELEVANT PROVISIONS OF FEDERAL AND STATE SECURITIES OR BLUE SKY LAWS OR IF AN EXEMPTION FROM SUCH REGISTRATION OR QUALIFICATION IS APPLICABLE.
  1. TRANSFER OF SHARES WITHIN BYLAWS
    TRANSFER OF SHARES IS RESTRICTED BY ARTICLE ____________ OF THE BYLAWS
  1. VOTING AGREEMENT
    THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS OF A VOTING AGREEMENT DATED __________ SUCH SHARES MAY NOT BE TRANSFERRED EXCEPT IN COMPLIANCE WITH THE TERMS OF SUCH AGREEMENT. A COPY OF SUCH AGREEMENT IS AVAILABLE FROM THE SECRETARY OF THE COMPANY, ANY PURPORTED TRANSFER, SALE ASSIGNMENT, OR OTHER DISPOSITION MADE IN VIOLATION OF SUCH AGREEMENT SHALL BE VOID.
  1. 25102(f)
    THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ISSUED UNDER THE LIMITED OFFERING EXEMPTION PROVIDED BY SEC. 25102(f) OF THE CALIFORNIA CORPORATIONS CODE.
  1. 418(C) Close Corporation
    THIS CORPORATION IS A CLOSE CORPORATION. THE NUMBER OF HOLDERS OF RECORD OF ITS SHARES OF ALL CLASSES CANNOT EXCEED _______. ANY ATTEMPTED VOLUNTARY INTER VIVOS TRANSFER WHICH WOULD VIOLATE THIS REQUIREMENT IS VOID. REFER TO THE ARTICLES, BYLAWS AND ANY AGREEMENTS ON FILE WITH THE SECRETARY OF THE CORPORATION FOR FURTHER RESTRICTIONS.
  1. Preemptive Rights
    EACH SHAREHOLDER OR SUBSCRIBER TO SHARES OF THIS CORPORATION SHALL BE ENTITLED TO FULL PRE-EMPTIVE OR PREFERENTIAL RIGHTS TO PURCHASE AND/OR SUBSCRIBE FOR HIS PROPORTIONATE PART OF ANY SHARES WHICH MAY BE ISSUED AT ANY TIME BY THIS CORPORATION.
  1. H or Old Legends
    IT IS UNLAWFUL TO CONSUMMATE A SALE OR TRANSFER OF THIS SECURITY, OR ANY INTEREST THEREIN, OR TO RECEIVE ANY CONSIDERATION THEREFORE, WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA, EXCEPT AS PERMITTED IN THE COMMISSIONER’S RULES
  2. Buy-Sell Agreement Date
    TRANSFER OF SHARES IS RESTRICTED BY BUY-SELL AGREEMENT DATED ___________.