Share Certificates

Share Certificates. The certificates representing the JAKKS Pacific Shares, which shall bear the following legend: Any transfer or other disposition of the shares represented by this certificate is subject to the provisions of a Stock Purchase Agreement among JAKKS Pacific, Inc. (the Corporation) and the individual shareholders of Kidz Biz Limited and Kidz Biz Far East Limited. The shares of stock represented by this Certificate have not been registered under the United States Securities Act of 1933, as amended... (the Act), and may be transferred only if (i) registered under the Act and the requirements of any state having jurisdiction are complied with or (ii) the transfer is exempt from such registration and state requirements and counsel reasonably acceptable to the Corporation has delivered to the Corporation a written opinion reasonably acceptable to the Corporation setting forth the basis for such exemption View More