Article 8 of the Uniform Commercial Code Clause Samples
Article 8 of the Uniform Commercial Code governs the rights and obligations related to investment securities, such as stocks and bonds. It outlines how securities can be issued, transferred, and held, whether in physical form or through electronic book-entry systems, and addresses the roles of intermediaries like brokers and custodians. By providing a standardized legal framework for the transfer and ownership of securities, Article 8 ensures clarity and efficiency in securities transactions, reducing legal uncertainty and facilitating smooth operation of financial markets.
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Article 8 of the Uniform Commercial Code. The Company hereby irrevocably elects that all membership interests in the Company shall be securities governed by Article 8 of the Uniform Commercial Code as in effect in the State of Delaware and each other applicable jurisdiction. All membership interests in the Company shall be endorsed by a Certificate. Each Certificate evidencing membership interests in the Company shall bear the following legend: “This certificate evidences an interest in the Company and shall constitute a security governed by Article 8 of the Uniform Commercial Code as in effect in the State of Delaware and, to the extent permitted by applicable law, Article 8 of the Uniform Commercial Code of each other applicable jurisdiction.”
Article 8 of the Uniform Commercial Code. No Class B Member may elect to cause any Membership Interest or other equity interest held by a Class B Member to constitute a “security” within the meaning of Article 8 of the Uniform Commercial Code as in effect from time to time in the State of Delaware or Article 8 of the Uniform Commercial Code of any other applicable jurisdiction.
Article 8 of the Uniform Commercial Code. The Company hereby irrevocably elects that all Membership Interests in the Company shall be securities governed by Article 8 of the Uniform Commercial Code as in effect in the State of Delaware and each other applicable jurisdiction. Each certificate evidencing Membership Interests in the Company shall bear the following legend: “This certificate evidences an interest in General Cable Overseas Holdings, LLC and shall be a security governed by Article 8 of the Uniform Commercial Code as in effect in the State of Delaware and, to the extent permitted by applicable law, each other applicable jurisdiction.” This provision shall not be amended and any purported amendment to this provision shall not take effect until all outstanding certificates have been surrendered for cancellation.
Article 8 of the Uniform Commercial Code. The Company hereby irrevocably elects that all limited liability company interests in the Company shall be securities governed by Article 8 of the Uniform Commercial Code as in effect in each State. Each certificate evidencing limited liability company interests in the Company shall bear the following legend: “This certificate evidences an interest in 99 Cents Only Stores LLC and shall be a security governed by Article 8 of the Uniform Commercial Code as in effect in each State.” This Section 16 shall not be amended, and any purported amendment to this Section 16 shall not take effect until all outstanding certificates have been surrendered for cancellation.
Article 8 of the Uniform Commercial Code. (a) Upon the written request by any Member under Section 4.07 to have its Units represented by a Unit Certificate (and thereafter until such time as the requirement to have Units evidence by a Unit Certificate is revoked in accordance with Section 4.07), then each limited liability company interest in the Company shall constitute a “security” within the meaning of and governed by (i) Article 8 of the Uniform Commercial Code (including Section 8 102(a)(15) thereof) as in effect from time to time in the State of Delaware, and (ii) Article 8 of the Uniform Commercial Code of any other applicable jurisdiction that now or hereafter substantially includes the 1994 revisions to Article 8 thereof as adopted by the American Law Institute and the National Conference of Commissioners on Uniform State Laws and approved by the American Bar Association on February 14, 1995 (and each limited liability company interest in the Company shall be treated as such a “security” for all purposes, including perfection of the security interest therein under Article 8 of each applicable Uniform Commercial Code).
(b) The Company shall maintain books for the purpose of registering the transfer of limited liability company interests that are certificated.