MECHANICS OF DELIVERY OF CERTIFICATES REPRESENTING COMMON STOCK Clause Samples

The "Mechanics of Delivery of Certificates Representing Common Stock" clause outlines the procedures and requirements for issuing and delivering physical or electronic certificates that represent shares of common stock to shareholders. It typically specifies the timing, method of delivery (such as by mail or electronic transfer), and any necessary documentation or actions required from the shareholder or the company. This clause ensures that the process of transferring ownership and providing proof of shareholding is clear, efficient, and legally compliant, thereby reducing the risk of disputes or delays in the issuance of stock certificates.
MECHANICS OF DELIVERY OF CERTIFICATES REPRESENTING COMMON STOCK. In connection with any Closing pursuant to which the Investor acquires Common Stock under the Agreement, the Transfer Agent shall deliver certificates representing Common Stock (with or without the Legend, as appropriate) as promptly as practicable, but in no event later than three business days, after such Closing.
MECHANICS OF DELIVERY OF CERTIFICATES REPRESENTING COMMON STOCK. In connection with any conversion of the Debentures or exercise of Warrants pursuant to which the Investor acquires Common Stock under the Agreement, the Transfer Agent is hereby instructed to deliver to the Investor, certificates representing Common Stock (with or without the Legend, as appropriate) within two (2) Trading Days of receipt by the Transfer Agent of a copy of the Notice of Conversion (in the case of the Debentures) or Notice of Exercise (in the case of the Warrant) from the Investor, and to deliver such certificates to the Investor, in the case of original issuance, and in the case of subsequent transfer, if the Transfer Agent is able to deliver such Common Stock to the Investor's account pursuant to the DWAC system of the Depository Trust Company, the Transfer Agent shall make delivery pursuant to such system and provide the Investor with confirmation thereof in lieu of such Common Stock certificates.
MECHANICS OF DELIVERY OF CERTIFICATES REPRESENTING COMMON STOCK. In connection with any exchange of the Convertible Debentures or exercise of Warrants pursuant to which the Investor acquires Common Stock under the Agreement, the Transfer Agent is hereby instructed to deliver to the Investor, certificates representing Common Stock (with or without the Legend, as appropriate) within two (2) Trading Days of receipt by the Transfer Agent of a copy of the Notice of Conversion (in the case of the Convertible Debentures) or Notice of Exercise (in the case of the Warrant) from the Investor, and to deliver such certificates to the Investor, in the case of original issuance, and in the case of subsequent transfer, if the Transfer Agent is able to deliver such Common Stock to the Investor's account pursuant to the DWAC system of the Depository Trust Company, the Transfer Agent shall make delivery pursuant to such system and provide the Investor with confirmation thereof in lieu of such Common Stock certificates.
MECHANICS OF DELIVERY OF CERTIFICATES REPRESENTING COMMON STOCK. In connection with any issuance of Common Stock by the Transfer Agent pursuant to which the Investor(s) acquires Common Stock under the Agreement, the Transfer Agent shall deliver to the Investor(s) as defined in the Agreement, certificates representing Common Stock (with or without the Legend, as appropriate) as soon as possible.
MECHANICS OF DELIVERY OF CERTIFICATES REPRESENTING COMMON STOCK. In connection with any conversion of Preferred Stock or exercise of a Warrant pursuant to which the Investor acquires Common Stock under the Agreement, the Transfer Agent shall deliver to the Investor, certificates representing Common Stock (with or without the Legend, as appropriate) immediately upon request of the Company, and, if the Transfer Agent is able to deliver such Common Stock to the Investor's account pursuant to the DWAC system of the Depository Trust Company, the Transfer Agent shall make delivery pursuant to such system and provide the Investor with confirmation thereof in lieu of such Common Stock certificates.
MECHANICS OF DELIVERY OF CERTIFICATES REPRESENTING COMMON STOCK a. First Sale. Upon confirmation by the Investor of transfer of funds due to the Company pursuant to the First Sale, the Transfer Agent shall deliver to the Investor by overnight courier certificates representing Common Stock as promptly as practicable, but in no event later than three business days after the Closing Date relating to the First Sale.
MECHANICS OF DELIVERY OF CERTIFICATES REPRESENTING COMMON STOCK. In connection with either (i) any conversion of the Debentures or (ii) any exercise of the Warrants, pursuant to which the Investor acquires Common Stock, the Transfer Agent shall deliver to the Investor certificates representing Common Stock (with or without the Legend, as appropriate) as promptly as possible upon request of the Company and delivery of an opinion of counsel in form acceptable to the Transfer Agent, and, if the Transfer Agent is able to deliver such Common Stock to the Investor's account pursuant to the DWAC system of the Depository Trust Company, the Transfer Agent shall make delivery pursuant to such system and provide the Investor with confirmation thereof in lieu of such Common Stock certificates.
MECHANICS OF DELIVERY OF CERTIFICATES REPRESENTING COMMON STOCK. In connection with any exercise of Warrants pursuant to which the Investor acquires Common Stock under the Agreement, the Transfer Agent is hereby instructed to deliver to the Investor, certificates representing Common Stock (with or without the Legend, as appropriate) within two (2) Trading Days of receipt by the Transfer Agent of a copy of the Notice of Exercise from the Investor, and to deliver such certificates to the Investor, in the case of original issuance, and in the case of subsequent transfer, if the Transfer Agent is able to deliver such Common Stock to the Investor's account pursuant to the DWAC system of the Depository Trust Company, the Transfer Agent shall make delivery pursuant to such system and provide the Investor with confirmation thereof in lieu of such Common Stock certificates.
MECHANICS OF DELIVERY OF CERTIFICATES REPRESENTING COMMON STOCK a. First Sale. Upon receipt of the Closing Statement duly signed by both the Company and the Investor agreeing to the transfer of the funds due to the Company pursuant to the First Sale and specifying the number of shares of Common Stock to be issued to the Investor in respect of such funds, the Transfer Agent shall deliver to the Investor by overnight courier certificates representing Common Stock, bearing the Legend set forth on Exhibit A hereto, as promptly as practicable, but in no event later than three business days after the Closing Date relating to the First Sale.

Related to MECHANICS OF DELIVERY OF CERTIFICATES REPRESENTING COMMON STOCK

  • Subsequent Delivery of Certificates Each time that the Registration Statement or the Prospectus shall be amended or supplemented (other than by an amendment or supplement providing information solely with respect to the terms of Notes and other than by an amendment or supplement which relates exclusively to an offering of securities other than the Notes) and each time that the Company sells Notes to or through one or more Agents, unless waived by the Agent(s) participating in such sale, the Company shall furnish or cause to be furnished to the Agents or the applicable Agent(s), as the case may be, forthwith certificates dated the date of filing with the SEC of such supplement, the date of effectiveness of such amendment or the date of such sale, as the case may be, in form satisfactory to the Agents or the applicable Agent(s), as the case may be, to the effect that the statements contained in the certificates referred to in Section 5(b) hereof which were last furnished to the Agents are true and correct at the time of such amendment, supplement or sale, as the case may be, as though made at and as of such time (except that such statements shall be deemed to relate to the Registration Statement and the Prospectus as amended and supplemented to such time) or, in lieu of such certificates, certificates of the same tenor as the certificates referred to in said Section 5(b), modified as necessary to relate to the Registration Statement and the Prospectus as amended and supplemented to the time of delivery of such certificates.

  • Delivery of Certificates Upon Exercise Certificates for shares purchased hereunder shall be transmitted by the Transfer Agent to the Holder by crediting the account of the Holder’s prime broker with The Depository Trust Company through its Deposit or Withdrawal at Custodian system (“DWAC”) if the Company is then a participant in such system and either (A) there is an effective registration statement permitting the issuance of the Warrant Shares to or resale of the Warrant Shares by the Holder or (B) this Warrant is being exercised via cashless exercise and Rule 144 is available, and otherwise by physical delivery to the address specified by the Holder in the Notice of Exercise by the date that is three (3) Trading Days after the latest of (A) the delivery to the Company of the Notice of Exercise, (B) surrender of this Warrant (if required) and (C) payment of the aggregate Exercise Price as set forth above (including by cashless exercise, if permitted) (such date, the “Warrant Share Delivery Date”). The Warrant Shares shall be deemed to have been issued, and Holder or any other person so designated to be named therein shall be deemed to have become a holder of record of such shares for all purposes, as of the date the Warrant has been exercised, with payment to the Company of the Exercise Price (or by cashless exercise, if permitted) and all taxes required to be paid by the Holder, if any, pursuant to Section 2(d)(vi) prior to the issuance of such shares, having been paid. The Company understands that a delay in the delivery of the Warrant Shares after the Warrant Share Delivery Date could result in economic loss to the Holder. As compensation to the Holder for such loss, the Company agrees to pay (as liquidated damages and not as a penalty) to the Holder for late issuance of Warrant Shares upon exercise of this Warrant the proportionate amount of $10 per Trading Day (increasing to $20 per Trading Day after the fifth (5th) Trading Day) after the Warrant Share Delivery Date for each $1,000 of Exercise Price of Warrant Shares for which this Warrant is exercised which are not timely delivered. The Company shall pay any payments incurred under this Section in immediately available funds upon demand. Furthermore, in addition to any other remedies which may be available to the Holder, in the event that the Company fails for any reason to effect delivery of the Warrant Shares by the Warrant Share Delivery Date, the Holder may revoke all or part of the relevant Warrant exercise by delivery of a notice to such effect to the Company, whereupon the Company and the Holder shall each be restored to their respective positions immediately prior to the exercise of the relevant portion of this Warrant, except that the liquidated damages described above shall be payable through the date notice of revocation or rescission is given to the Company.

  • Delivery of Certificate A certificate of a Lender or an Issuing Bank setting forth the amount or amounts in good faith necessary to compensate such Lender or such Issuing Bank or its holding company, as the case may be, as specified in clause (a) or (b) of this Section 2.15 shall be delivered to the Parent Borrower and shall be conclusive absent manifest error. The Borrowers shall pay such Lender or such Issuing Bank, as the case may be, the amount shown as due on any such certificate within thirty (30) days after receipt thereof.

  • Legend on Stock Certificates Certificates evidencing the Option Shares, to the extent appropriate at the time, shall have noted conspicuously on the certificates a legend intended to give all persons full notice of the existence of the conditions, restrictions, rights and obligations set forth herein and in the Plan.

  • Delivery of Certificate and New Warrant Promptly after Holder exercises or converts this Warrant and, if applicable, the Company receives payment of the aggregate Warrant Price, the Company shall deliver to Holder certificates for the Shares acquired and, if this Warrant has not been fully exercised or converted and has not expired, a new Warrant representing the Shares not so acquired.