Certificates for Securities Sample Clauses
The "Certificates for Securities" clause defines the requirements and procedures for issuing physical or electronic certificates that represent ownership of securities. Typically, this clause outlines the form, content, and delivery process for such certificates, and may specify conditions under which certificates are replaced, transferred, or exchanged. Its core practical function is to provide clear evidence of ownership and facilitate the transferability of securities, thereby reducing disputes and ensuring orderly record-keeping.
Certificates for Securities. The Preferred Securities in the Company shall be registered in certificated form. If such certificate is manually countersigned by a transfer agent or by a registrar, any other signature on the certificate may be a facsimile. In case any Officer who has signed or whose facsimile signature has been placed upon a certificate shall have ceased to be such Officer before such certificate is issued, it may be issued by the Company with the same effect as if such person were such Officer at the date of issue.
Certificates for Securities. The Preferred Securities in the Company shall be registered in the form of Definitive Class B Preferred Securities except that Class B Preferred Securities distributed to Holders of Global Trust Preferred Securities (as defined in the Trust Agreement) in connection with the liquidation, dissolution, winding up or termination of the Trust, may be in form of Book-Entry Class B Securities pursuant to Article 16 of the LLC Agreement. If such certificate is manually countersigned by a transfer agent or by a registrar, any other signature on the certificate may be a facsimile. In case any Officer who has signed or whose facsimile signature has been placed upon a certificate shall have ceased to be such Officer before such certificate is issued, such certificate may be issued by the Company with the same effect as if such person were such Officer at the date of issue.
Certificates for Securities. Exchange Notes and Conversion Shares To Bear Legends.
(A) So long as the Securities are not sold pursuant to an effective registration statement under the Act or pursuant to Rule 144 under the Act, the Securities shall be subject to a stop-transfer order and the certificates therefor shall bear the following legend by which each holder thereof shall be bound: "THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO (i) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, OR (ii) AN APPLICABLE EXEMPTION FROM REGISTRATION THEREUNDER."
(B) So long as the Conversion Shares are not sold pursuant to an effective registration statement under the Act or pursuant to Rule 144 under the Act, the Conversion Shares shall be subject to a stop-transfer order and the certificates therefor shall bear the following legend by which each holder thereof shall be bound: "THE SHARES REPRESENTED BY THIS CERTIFICATE AND ANY SHARES OR OTHER SECURITIES ISSUABLE UPON EXCHANGE HEREOF MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO (i) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, OR (ii) AN APPLICABLE EXEMPTION FROM REGISTRATION THEREUNDER.
(C) So long as the Exchange Notes are not sold pursuant to an effective registration statement under the Act or pursuant to Rule 144 under the Act, the Exchange Notes shall be subject to a stop-transfer order and the certificates therefor shall bear the following legend by which each holder thereof shall be bound: "THESE NOTES MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO (i) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, OR (ii) AN APPLICABLE EXEMPTION FROM REGISTRATION THEREUNDER.
Certificates for Securities. Paradigm shall have received from the Securityholders all written certificates and other documents evidencing the Securities.
Certificates for Securities. The Company shall maintain at the offices of its transfer agent a sufficient number of common stock certificates to enable the issuance of certificates in connection with the Securities sold in the Offering.
Certificates for Securities. The Preferred Securities in the Company shall be registered in certificated form, except that, if the [Class B] Preferred Securities are distributed to Holders of Trust Securities in book-entry form in connection with the dissolution, winding up, termination or liquidation of the Trust, the Company shall cause the [Class B] Preferred Securities to be issued in one or more global certificates and registered in the name of a nominee of DTC pursuant to Article 16 of the Agreement. If such certificate is manually countersigned by a transfer agent or by a registrar, any other signature on the certificate may be a facsimile. In case any Officer who has signed or whose facsimile signature has been placed upon a certificate shall have ceased to be such Officer before such certificate is issued, it may be issued by the Company with the same effect as if such person were such Officer at the date of issue.
Certificates for Securities. Purchaser shall have received all --------------------------- written certificates and other documents evidencing the Securities. In addition, Purchaser shall have received all documents, agreements and certificates necessary to effect the transfer to Purchaser of any shares of the capital stock of Elbas S.r.l.
Certificates for Securities. The certificates for the Firm Shares and any Option Shares shall be delivered to the Representatives for the respective accounts of the Underwriters in such denominations and registered in such names as the Representatives may reasonably request in writing not later than 10:00 A.M. New York City time on the business day prior to the Firm Closing Date and any Option Closing Date, respectively, or to the extent not so requested, registered in the names of the respective Underwriters in such authorized denominations as the Company shall determine. For the purpose of expediting the checking of the certificates for the Firm Shares and such Option Shares by the Representatives on behalf of the Underwriters, the Company agrees to make such certificates available to the Representatives for such purpose at the offices of The Depository Trust Company, New York, NY, or at such other location in New York, NY, as may be agreed upon between the Company and the Representatives, not later than 2:00 P.M. New York City time on the business day preceding the Firm Closing Date and such Option Closing Date, respectively.
Certificates for Securities. The certificates for the Firm Shares and any Option Shares shall be delivered to the Underwriters in such denominations and registered in such names as the Underwriters may reasonably request in writing not later than 10:00 a.m. New York City time on the business day prior to the Firm Closing Date and any Option Closing Date, respectively, or to the extent not so requested, registered in the names of the respective Underwriters in such authorized denominations as the Company shall determine. For the purpose of expediting the checking of the certificates for the Firm Shares and such Option Shares by the Underwriters, the Company agrees to make such certificates available to the Underwriters for such purpose at the offices of The Depository Trust Company, New York, NY, or at such other location in New York, NY, as may be agreed upon between the Company and the Underwriters, not later than 2:00 p.m. New York City time on the business day preceding the Firm Closing Date and such Option Closing Date, respectively.
Certificates for Securities. Purchaser shall have received all --------------------------- written certificates and other documents evidencing the Securities.