Common use of Certificate of Authentication Clause in Contracts

Certificate of Authentication. Only such Convertible Debentures as shall bear thereon a certificate of authentication substantially in the form attached hereto as a part of Exhibit A and executed by the Trustee by the manual signature of one of its authorized signatories shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. The execution of such certificate by the Trustee upon any Convertible Debenture executed by the Company shall be conclusive evidence that the Convertible Debenture so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. Notwithstanding the foregoing, if any Convertible Debenture shall have been duly authenticated and delivered hereunder but never issued and sold by the Company, the Company shall deliver such Convertible Debenture to the Trustee for cancellation as provided in Section 2.12 together with a written statement (which need not comply with Section 15.5 and need not be accompanied by an Opinion of Counsel) stating that such Convertible Debenture has never been issued and sold by the Company, for all purposes of this Indenture such Convertible Debenture shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture.

Certificate of Authentication. Only such Convertible Debentures Securities as shall bear thereon a certificate of authentication substantially in the form attached hereto as a part of Exhibit A hereinbefore recited and executed by the Trustee by the manual signature of one of its authorized signatories shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. The execution of such Such certificate by the Trustee upon any Convertible Debenture Security executed by the Company shall be conclusive evidence that the Convertible Debenture Security so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. Notwithstanding the foregoing, if any Convertible Debenture Security shall have been duly authenticated and delivered hereunder but never issued and sold by the Company, the Company shall deliver such Convertible Debenture Security to the Trustee for cancellation as provided in Section 2.12 2.10 together with a written statement (which need not comply with Section 15.5 11.5 and need not be accompanied by an Opinion of Counsel) stating that such Convertible Debenture Security has never been issued and sold by the Company, for all purposes of this the Indenture such Convertible Debenture Security shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this the Indenture.

Certificate of Authentication. Only such Convertible Debentures Securities as shall bear thereon a certificate of authentication substantially in the form attached hereto as a part of Exhibit A and hereinbefore recited, executed by the Trustee by the manual signature of one of its authorized signatories signatories, shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. The execution of such certificate by the Trustee upon any Convertible Debenture Security executed by the Company Issuer shall be conclusive evidence that the Convertible Debenture Security so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. Notwithstanding the foregoing, if any Convertible Debenture Security shall have been duly authenticated and delivered hereunder but never issued and sold by the CompanyIssuer, and the Company Issuer shall deliver such Convertible Debenture Security to the Trustee for cancellation as provided in Section 2.12 2.10, together with a written statement (which need not comply with Section 15.5 14.5 and need not be accompanied by an Opinion of Counsel) stating that such Convertible Debenture Security has never been issued and sold by the CompanyIssuer, for all purposes of this Indenture such Convertible Debenture Security shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture.

Certificate of Authentication. Only such Convertible Debentures Securities as shall bear thereon a certificate of authentication substantially in the form attached hereto as a part of Exhibit A and herein before recited, executed by the Trustee by the manual signature of one of its authorized signatories signatories, shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. The execution of such Such certificate by the Trustee upon any Convertible Debenture Security executed by the Company or on behalf of IRSA PC shall be conclusive evidence that the Convertible Debenture Security so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. Notwithstanding the foregoing, if any Convertible Debenture Security shall have been duly authenticated and delivered hereunder but never issued and sold by the CompanyIRSA PC, the Company and IRSA PC shall deliver such Convertible Debenture Security to the Trustee for cancellation as provided in Section 2.12 together with a written statement executed by an Authorized Person (which need not comply with Section 15.5 12.5 and need not be accompanied by an Opinion of Counsel) stating that such Convertible Debenture Security has never been issued and sold by the CompanyIRSA PC, for all purposes of this Indenture such Convertible Debenture Security shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture.

Certificate of Authentication. Only such Convertible Debentures Notes as shall bear thereon a certificate of authentication substantially in the form attached hereto as a part of Exhibit A and hereinbefore recited, executed by the Trustee by the manual signature of one of its authorized signatories signatories, shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. The execution of such Such certificate by the Trustee upon any Convertible Debenture Note executed by or on behalf of the Company shall be conclusive evidence that the Convertible Debenture Note so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. Notwithstanding the foregoing, if any Convertible Debenture Note shall have been duly authenticated and delivered hereunder but never issued and sold by the Company, and the Company shall deliver such Convertible Debenture Note to the Trustee for cancellation as provided in Section 2.12 together with a written statement of an Authorized Person or a member of the Board of Directors, as applicable, (which need not comply with Section 15.5 12.5 and need not be accompanied by an Opinion of Counsel) stating that such Convertible Debenture Note has never been issued and sold by the Company, for all purposes of this Indenture such Convertible Debenture Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture.

Certificate of Authentication. Only such Convertible Debentures Securities as shall bear thereon a certificate of authentication substantially in the form attached hereto as a part of Exhibit A hereinbefore recited and executed by the Trustee by the manual signature of one of its authorized signatories shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. The execution of such Such certificate by the Trustee upon any Convertible Debenture Security executed by the Company shall be conclusive evidence that the Convertible Debenture Security so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. Notwithstanding the foregoing, if any Convertible Debenture Security shall have been duly authenticated and delivered hereunder but never issued and sold by the Company, the Company shall deliver such Convertible Debenture Security to the Trustee for cancellation as provided in Section 2.12 2.10 together with a written statement (which need not comply with Section 15.5 11.5 and need not be accompanied by an Opinion of Counsel) stating that such Convertible Debenture Security has never been issued and sold by the Company, and for all purposes of this the Indenture such Convertible Debenture Security shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this the Indenture.

Certificate of Authentication. Only such Convertible Debentures as shall bear thereon a certificate of authentication substantially in the form attached hereto as a part of Exhibit A and executed by the Trustee by the manual signature of one of its authorized signatories shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. The execution of such certificate by the Trustee upon any Convertible Debenture executed by the Company shall be conclusive evidence that the Convertible Debenture so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. Notwithstanding the foregoing, if any Convertible Debenture shall have been duly authenticated and delivered hereunder but never issued and sold by the Company, the Company shall deliver such Convertible Debenture to the Trustee for cancellation as provided in Section 2.12 together with a written statement (which need not comply with Section 15.5 14.5 and need not be accompanied by an Opinion of Counsel) stating that such Convertible Debenture has never been issued and sold by the Company, and for all purposes of this Indenture such Convertible Debenture shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture.

Certificate of Authentication. Only such Convertible Debentures Securities as shall bear thereon a certificate of authentication substantially in the form attached hereto as a part of Exhibit A hereinbefore recited and executed by the Trustee by the manual signature of one of its authorized signatories shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. No Coupon shall be entitled to the benefits of this Indenture or shall be valid and obligatory for any purpose until the certificate of authentication on the Security to which such Coupon appertains shall have been duly executed by the Trustee. The execution of such certificate by the Trustee upon any Convertible Debenture Security executed by the Company shall be conclusive evidence that the Convertible Debenture Security so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. Notwithstanding the foregoing, if any Convertible Debenture Security shall have been duly authenticated and delivered hereunder but never issued and sold by the Company, the Company shall deliver such Convertible Debenture Security to the Trustee for cancellation as provided in Section 2.12 2.10 together with a written statement (which need not comply with Section 15.5 11.5 and need not be accompanied by an Opinion of Counsel) stating that such Convertible Debenture Security has never been issued and sold by the Company, for all purposes of this the Indenture such Convertible Debenture Security shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this the Indenture.

Certificate of Authentication. Only such Convertible Debentures Securities as shall bear thereon a certificate of authentication substantially in the form attached hereto as a part of Exhibit A and hereinbefore recited, executed by the Trustee by the manual signature of one of its authorized signatories signatories, shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. No Coupon shall be entitled to the benefits of this Indenture or shall be valid and obligatory for any purpose until the certificate of authentication on the Security to which such Coupon appertains shall have been duly executed by the Trustee. The execution of such certificate by the Trustee upon any Convertible Debenture Security executed by the Company Issuer shall be conclusive evidence that the Convertible Debenture Security so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. Notwithstanding the foregoing, if any Convertible Debenture Security shall have been duly authenticated and delivered hereunder but never issued and sold by the CompanyIssuer, and the Company Issuer shall deliver such Convertible Debenture Security to the Trustee for cancellation as provided in Section 2.12 2.10, together with a written statement (which need not comply with Section 15.5 14.5 and need not be accompanied by an Opinion of Counsel) stating that such Convertible Debenture Security has never been issued and sold by the CompanyIssuer, for all purposes of this Indenture such Convertible Debenture Security shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture.

Certificate of Authentication. Only such Convertible Debentures Notes as shall bear thereon a certificate of authentication substantially in the form attached hereto as a part of Exhibit A and herein before recited, executed by the Trustee by the manual signature of one of its authorized signatories signatories, shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. The execution of such Such certificate by the Trustee upon any Convertible Debenture Note executed by or on behalf of the Company shall be conclusive evidence that the Convertible Debenture Note so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. Notwithstanding the foregoing, if any Convertible Debenture Note shall have been duly authenticated and delivered hereunder but never issued and sold by the Company, and the Company shall deliver such Convertible Debenture Note to the Trustee for cancellation as provided in Section 2.12 together with a written statement (which need not comply with Section 15.5 and need not be accompanied by of an Opinion of Counsel) Authorized Person stating that such Convertible Debenture Note has never been issued and sold by the Company, for all purposes of this Indenture such Convertible Debenture Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture.

Certificate of Authentication. Only such Convertible Debentures Notes as shall bear thereon a certificate of authentication substantially in the applicable form attached hereto as a part of Exhibit A and included in Schedule 1, Schedule 2, or Schedule 3 hereto, executed by the Trustee by the manual signature of one of its authorized signatories signatories, shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. The execution of such Such certificate by the Trustee upon any Convertible Debenture Note executed by the Company Issuer, and if applicable, endorsed thereon with the Guarantees of the Guarantors, shall be conclusive evidence that the Convertible Debenture Note with the Guarantees endorsed thereon so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Indenture. Notwithstanding the foregoing, if any Convertible Debenture Notes shall have been duly authenticated and delivered hereunder but never issued and sold by the CompanyIssuer, and the Company Issuer shall deliver such Convertible Debenture Note to the Trustee for cancellation as provided in Section 2.12 together with a written statement (which need not comply with Section 15.5 and need not be accompanied by an Opinion of Counsel) stating that such Convertible Debenture has never been issued and sold by the Companyunder Subclause 2.9, for all purposes of this Indenture such Convertible Debenture Note shall be deemed never to have been issued, authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The delivery of any Note by the Trustee, after the authentication thereof hereunder, shall constitute due delivery of the Guarantees endorsed thereon on behalf of the Guarantors; provided, however, that a Guarantee shall not be deemed delivered if the Note is originally issued without a Guarantee; if a Guarantee is thereafter attached pursuant to an order of a Guarantor, then after authentication of such Guarantee, such Guarantee shall be deemed delivered.

Certificate of Authentication. Only such Convertible Debentures as shall bear thereon a certificate of authentication substantially in the form attached hereto as a part of Exhibit A or Exhibit B, as the case may be, and executed by the Trustee by the manual signature of one of its authorized signatories shall be entitled to the benefits of this Amended and Restated Indenture or be valid or obligatory for any purpose. The execution of such certificate by the Trustee upon any Convertible Debenture executed by the Company shall be conclusive evidence that the Convertible Debenture so authenticated has been duly authenticated and delivered hereunder and that the Holder is entitled to the benefits of this Amended and Restated Indenture. Notwithstanding the foregoing, if any Convertible Debenture shall have been duly authenticated and delivered hereunder but never issued and sold by the Company, the Company shall deliver such Convertible Debenture to the Trustee for cancellation as provided in Section 2.12 together with a written statement (which need not comply with Section 15.5 and need not be accompanied by an Opinion of Counsel) stating that such Convertible Debenture has never been issued and sold by the Company, for all purposes of this Amended and Restated Indenture such Convertible Debenture shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Amended and Restated Indenture.