APPOINTMENT OF COMPUTERSHARE. (a) The Company hereby appoints Computershare to perform the services described herein and in the Schedule A attached hereto (the "Services"), and Computershare hereby accepts such appointment and agrees to perform the Services on a non-exclusive basis in accordance with the terms hereinafter set forth. (b) The initial term of this Agreement shall commence as of the Effective Date, and shall end on the day that is 1 year from the Effective Date, unless otherwise terminated in accordance with this Agreement (the "Initial Term"). Following the Initial Term, this Agreement shall automatically renew for additional 1 year periods (each a "Renewal Term"), unless either party provides written notice to the other party not less than sixty (60) days prior to the expiration of such period of its election not to renew the Agreement. (c) The Company shall pay Computershare for the Services in accordance with the fees set forth on Schedule B (the "Fees"). The Company agrees that, upon notice to the Company, the Fees may be modified from time to time; provided, however, that such Fees shall not be modified during the first year of this Agreement. (d) The Company shall deliver immediately to Computershare the following documents, each of which shall be certified by the Company's Secretary or Assistant Secretary: (i) A Board resolution in the form attached as Exhibit I in which the Company appoints Computershare to serve in the designated capacity; (ii) A Corporate Information Schedule in the form attached as Exhibit II and any amendments thereof; (iii) A copy of the Company's Articles of Incorporation, by-laws and any amendments thereto; (iv) A list of the Officers authorized to provide instructions to Computershare, with specimen signatures of such Officers and any amendments thereto; (v) Specimen certificate text for each class of Shares and high resolution graphic files of the company seal and each officer's signature on the stock certificate; (vi) Any final listing application for additional amounts of listed securities; (vii) Any registration statement relating to the Company's securities; and (viii) Any other information reasonably requested from time to time. (e) Computershare shall adopt as part of its records all lists of holders of record of the Company's Shares, books, documents, and records that have been employed by any former agent of the Company for the maintenance of the ledgers for the Shares; provided, however, such ledger is certified as authentic, complete and correct by an Officer or the Company's former transfer agent. Such records shall include, among other things, a complete list of certificates upon which stop transfer orders have been placed, the name and address of each shareholder of record of such certificate, the number of shares held by each such shareholder and the date of issuance of each such certificate. (f) The Company shall promptly notify Computershare in writing as to: (i) the existence or termination of any restrictions on the transfer of any Shares; (ii) the application or removal of a legend restricting the transfer of any certificate; (iii) the substitution of a Share certificate without such legend with a Share certificate bearing a legend restricting such Share's transfer; (iv) any authorized but unissued Shares reserved for specific purposes; (v) outstanding shares that are exchangeable for Shares and the basis for exchange; (vi) instructions regarding, among other things, dividends for foreign holders; and (vii) the requirement for a stop transfer order to attach to any Shares or for any other notation or transfer restriction to attach to any Shares.
Appears in 5 contracts
Samples: Stock Transfer Agency Agreement (Tortoise North American Energy Corp), Stock Transfer Agency Agreement (Tortoise Energy Infrastructure Corp), Stock Transfer Agency Agreement (Tortoise Energy Infrastructure Corp)
APPOINTMENT OF COMPUTERSHARE. (a) The Company hereby appoints Computershare to perform the services described herein and in the Schedule A attached hereto (the "“Services"”), and Computershare hereby accepts such appointment and agrees to perform the Services on a non-exclusive basis in accordance with the terms hereinafter set forth.
(b) The initial term of this Agreement shall commence as of the Effective Date, and shall end on the day that is 1 year from the Effective Date, unless otherwise terminated in accordance with this Agreement (the "“Initial Term"”). Following the Initial Term, this Agreement shall automatically renew for additional 1 year periods (each a "“Renewal Term"”), unless either party provides written notice to the other party not less than sixty (60) days prior to the expiration of such period of its election not to renew the Agreement.
(c) The Company shall pay Computershare for the Services in accordance with the fees set forth on Schedule B (the "“Fees"”). The Company agrees that, upon notice to the Company, the Fees may be modified from time to time; provided, however, that such Fees shall not be modified during the first year of this Agreement.
(d) The Company shall deliver immediately to Computershare the following documents, each of which shall be certified by the Company's ’s Secretary or Assistant Secretary:
(i) A Board resolution in the form attached as Exhibit I in which the Company appoints Computershare to serve in the designated capacity;
(ii) A Corporate Information Schedule in the form attached as Exhibit II and any amendments thereof;
(iii) A copy of the Company's ’s Articles of Incorporation, by-laws and any amendments thereto;
(iv) A list of the Officers authorized to provide instructions to Computershare, with specimen signatures of such Officers and any amendments thereto;
(v) Specimen certificate text for each class of Shares and high resolution graphic files of the company seal and each officer's ’s signature on the stock certificate;
(vi) Any final listing application for additional amounts of listed securities;
(vii) Any registration statement relating to the Company's ’s securities; and
(viii) Any other information reasonably requested from time to time.
(e) Computershare shall adopt as part of its records all lists of holders of record of the Company's ’s Shares, books, documents, and records that have been employed by any former agent of the Company for the maintenance of the ledgers for the Shares; provided, however, such ledger is certified as authentic, complete and correct by an Officer or the Company's ’s former transfer agent. Such records shall include, among other things, a complete list of certificates upon which stop transfer orders have been placed, the name and address of each shareholder of record of such certificate, the number of shares held by each such shareholder and the date of issuance of each such certificate.
(f) The Company shall promptly notify Computershare in writing as to:
(i) the existence or termination of any restrictions on the transfer of any Shares;
(ii) the application or removal of a legend restricting the transfer of any certificate;
(iii) the substitution of a Share certificate without such legend with a Share certificate bearing a legend restricting such Share's ’s transfer;
(iv) any authorized but unissued Shares reserved for specific purposes;
(v) outstanding shares that are exchangeable for Shares and the basis for exchange;
(vi) instructions regarding, among other things, dividends for foreign holders; and
(vii) the requirement for a stop transfer order to attach to any Shares or for any other notation or transfer restriction to attach to any Shares.
Appears in 2 contracts
Samples: Stock Transfer Agency Agreement (Tortoise Capital Resources Corp), Stock Transfer Agency Agreement (Tortoise Energy Capital Corp)
APPOINTMENT OF COMPUTERSHARE. (a) The Company hereby appoints Computershare to perform the services described herein and in the Schedule A attached hereto (the "“Services"”), and Computershare hereby accepts such appointment and agrees to perform the Services on a non-exclusive basis in accordance with the terms hereinafter set forth.
(b) The initial term of this Agreement shall commence as of the Effective Date, and shall end on the day that is 1 year three (3) years from the Effective Date, unless otherwise terminated in accordance with this Agreement (the "“Initial Term"”). Following the Initial Term, this Agreement shall automatically renew for additional 1 three (3) year periods (each a "“Renewal Term"”), unless either party provides written notice to the other party not less than sixty (60) days prior to the expiration of such period of its election not to renew the Agreement.
(c) The Company shall pay Computershare for the Services in accordance with the fees set forth on Schedule B (the "“Fees"”). The Company agrees that, upon notice to the Company, the Fees may be modified from time to time; provided, however, that such Fees shall not be modified during the first year of this Agreement.
(d) The Company shall deliver immediately to Computershare the following documents, each of which shall be certified by the Company's Secretary or Assistant Secretary:
(i) A Board resolution in the form attached as Exhibit I in which the Company appoints Computershare to serve in the designated capacity;
(ii) A Corporate Information Schedule in the form attached as Exhibit II and any amendments thereof;
(iii) A copy of the Company's Articles ’s certificate of Incorporationlimited partnership and agreement of limited partnership, by-laws as amended and any amendments theretosupplemented;
(iv) A list of the Officers authorized to provide instructions to Computershare, with specimen signatures of such Officers and any amendments thereto;
(v) Specimen A specimen certificate text for each class of Shares Units and high resolution graphic files a sufficient supply of blank Unit certificates signed by an Officer, and, if required, bearing the company corporate seal and each officer's signature on the stock certificate(which certificates shall promptly be renewed upon Computershare’s request);
(vi) Any final listing application for additional amounts of listed securities;
(vii) Any registration statement relating to the Company's ’s securities; and
(viii) Any other information reasonably requested from time to time.
(e) Computershare shall adopt as part of its records all lists of holders of record of the Company's Shares’s Units, books, documents, and records that have been employed by any former agent of the Company or its predecessor for the maintenance of the ledgers for the SharesUnits; provided, however, such ledger is certified as authentic, complete and correct by an Officer or the Company's Company or its predecessor’s former transfer agent. Such records shall include, among other things, a complete list of certificates upon which stop transfer orders have been placed, the name and address of each shareholder holder of record of such certificate, the number of shares Units held by each such shareholder holder and the date of issuance of each such certificate.
(f) The Company shall promptly notify Computershare in writing as to:
(i) the existence or termination of any restrictions on the transfer of any SharesUnits;
(ii) the application or removal of a legend restricting the transfer of any certificate;
(iii) the substitution of a Share Unit certificate without such legend with a Share Unit certificate bearing a legend restricting such Share's Unit’s transfer;
(iv) any authorized but unissued Shares Units reserved for specific purposes;
(v) outstanding shares Units that are exchangeable for Shares Units and the basis for exchange;
(vi) instructions regarding, among other things, dividends for foreign holders; and
(vii) the requirement for a stop transfer order to attach to any Shares Units or for any other notation or transfer restriction to attach to any SharesUnits.
Appears in 1 contract
Samples: Stock Transfer Agency Agreement (Ensource Energy Income Fund LP)
APPOINTMENT OF COMPUTERSHARE. (a) The Company hereby appoints Computershare to perform the services described herein and in the Schedule A attached hereto (the "Services"), and Computershare hereby accepts such appointment and agrees to perform the Services on a non-exclusive basis in accordance with the terms hereinafter set forth.
(b) The initial term of this This Agreement shall commence as of the Effective Date, and shall end on the day that is 1 year from the Effective DateDate and, unless otherwise sooner terminated as provided herein, shall continue automatically in accordance with this effect for successive annual periods. This Agreement (the "Initial Term"). Following the Initial Term, this Agreement shall automatically renew for additional 1 year periods (each a "Renewal Term"), unless may be terminated by either party provides upon giving sixty days (60) prior written notice to the other party not less than sixty (60) days prior to or such shorter period as is mutually agreed upon by the expiration of such period of its election not to renew the Agreementparties.
(c) The Company shall pay Computershare for the Services in accordance with the fees set forth on Schedule B (the "Fees"). The Company agrees that) hereto, upon notice to the Company, the Fees which such Schedule may be modified amended from time to time; provided, however, that such Fees shall not be modified during time by the first year mutual consent of this Agreementthe parties hereto.
(d) The Company shall deliver immediately promptly to Computershare the following documents, each of which shall be certified by the Company's Secretary or Assistant Secretary:
(i) A Board resolution in the form attached as Exhibit I in which the Company appoints Computershare to serve in the designated capacity;
(ii) A Corporate Information Schedule in the form attached as Exhibit II and any amendments thereof;
(iii) A copy of the Company's Articles of Incorporation, by-laws and any amendments thereto;
(ivii) A list of the Officers authorized to provide instructions to Computershare, with specimen signatures of such Officers and any amendments thereto;
(viii) Specimen certificate text for each class of Shares and high resolution graphic files of the company seal and each officer's signature on the stock certificateShares;
(viiv) Any final listing application for additional amounts of listed securities;; and
(viiv) Any registration statement relating to the Company's securities; and
(viii) Any other information reasonably requested from time to time.
(e) Computershare shall adopt as part of its records all lists of holders of record of the Company's Shares, books, documents, and records that have been employed by any former agent of the Company for the maintenance of the ledgers for the Shares; provided, however, such ledger is certified as authentic, complete and correct by an Officer or the Company's former transfer agent. Such records shall include, among other things, a complete list of certificates upon which stop transfer orders have been placed, the name and address of each shareholder of record of such certificate, the number of shares held by each such shareholder and the date of issuance of each such certificate.;
(f) The Company shall promptly notify Computershare in writing as to:
(i) the existence or termination of any restrictions on the transfer of any Shares;
(ii) the application or removal of a legend restricting the transfer of any certificate;
(iii) the substitution of a Share certificate without such legend with a Share certificate bearing a legend restricting such Share's transfer;
(iv) any authorized but unissued Shares reserved for specific purposes;
(v) outstanding shares that are exchangeable for Shares and the basis for exchange;
(vi) instructions regarding, among other things, dividends for foreign holders; and
(vii) the requirement for a stop transfer order to attach to any Shares or for any other notation or transfer restriction to attach to any Shares.
Appears in 1 contract
Samples: Stock Transfer Agency Agreement (Brantley Mezzanine Capital Corp)
APPOINTMENT OF COMPUTERSHARE. (a) The Company hereby appoints Computershare to perform the services described herein and in the Schedule A attached hereto (the "Services"), and Computershare hereby accepts such appointment and agrees to perform the Services on a non-exclusive basis in accordance with the terms hereinafter set forth.
(b) The initial term of this Agreement shall commence as of the Effective Date, and shall end on the day that is 1 one year from the Effective Date, unless otherwise terminated in accordance with this Agreement (the "Initial Term"). Following the Initial Term, this Agreement shall automatically renew for additional 1 one-year periods (each a "Renewal Term"), unless either party provides written notice to the other party not less than sixty (60) 60 days prior to the expiration of such period of its election not to renew the Agreement.
(c) The Company shall pay Computershare for the Services in accordance with the fees set forth on Schedule B (the "Fees"). The Company agrees that, upon ninety days notice prior to the Companyexpiration of the Agreement, the Fees may be modified from time to time; provided, however, that such Fees shall not be modified during the first year of this Agreement.
(d) The Company shall deliver immediately promptly to Computershare the following documents, each of which shall be certified by the Company's Secretary or Assistant Secretary:
(i) A Board resolution in the form attached as Exhibit I in which the Company appoints Computershare to serve in the designated capacity;
(ii) A Corporate Information Schedule in the form attached as Exhibit II and any amendments thereof;
(iii) A copy of the Company's Articles of Incorporation, by-laws and any amendments thereto;
(iv) A list of the Officers authorized to provide instructions to Computershare, with specimen signatures of such Officers and any amendments thereto;
(v) Specimen certificate text for each Computershare Generic Certificate for each class of Shares and high resolution graphic files of the company seal and each officer's signature to appear on the stock certificate;
(vi) Any final listing application for additional amounts of listed securities;
(vii) Any registration statement relating to the Company's securities; and
(viii) Any other information reasonably requested by Computershare from time to time.
(e) Computershare shall adopt as part of its records all lists of holders of record of the Company's Shares, books, documents, and records that have been employed by any former agent of the Company for the maintenance of the ledgers for the Shares; provided, however, such ledger is certified as authentic, complete and correct by an Officer or the Company's former transfer agent. Such records shall include, among other things, a complete list of certificates upon which stop transfer orders have been placed, the name and address of each shareholder stockholder of record of such certificate, the number of shares held by each such shareholder stockholder and the date of issuance of each such certificate.
(f) The Company shall promptly notify Computershare in writing as to:
(i) the existence or termination of any restrictions on the transfer of any Shares;
(ii) the application or removal of a legend restricting the transfer of any certificate;
(iii) the substitution of a Share certificate without such legend with a Share certificate bearing a legend restricting such Share's transfer;
(iv) any authorized but unissued Shares reserved for specific purposes;
(v) outstanding shares that are exchangeable for Shares and the basis for exchange;
(vi) instructions regarding, among other things, dividends for foreign holders; and
(vii) the requirement for a stop transfer order to attach to any Shares or for any other notation or transfer restriction to attach to any Shares.
Appears in 1 contract
Samples: Stock Transfer Agency Agreement (Ares Capital Corp)
APPOINTMENT OF COMPUTERSHARE. (a) The Company hereby appoints Computershare to perform the services described herein and in the Schedule A attached hereto (the "“Services"”), and Computershare hereby accepts such appointment and agrees to perform the Services on a non-exclusive basis in accordance with the terms hereinafter set forth.
(b) The initial term of this Agreement shall commence as of the Effective Date, and shall end on the day that is 1 year from the Effective Date, unless otherwise terminated in accordance with this Agreement (the "“Initial Term"”). Following the Initial Term, this Agreement shall automatically renew for additional 1 year periods (each a "“Renewal Term"”), unless either party provides written notice to the other party not less than sixty (60) days prior to the expiration of such period of its election not to renew the Agreement.
(c) The Company shall pay Computershare for the Services in accordance with the fees set forth on Schedule B (the "“Fees"”). The Company agrees that, upon notice to the Company, the Fees may be modified from time to time; provided, however, that such Fees shall not be modified during the first year of this Agreement.
(d) The Company shall deliver immediately to Computershare the following documents, each of which shall be certified by the Company's ’s Secretary or Assistant Secretary:
(i) A Board resolution in the form attached as Exhibit I (or otherwise addressing the matters set forth therein) in which the Company appoints Computershare to serve in the designated capacity;
(ii) A Corporate Information Schedule in the form attached as Exhibit II and any amendments thereof;
(iii) A copy of the Company's ’s Articles of Incorporation, by-laws and any amendments thereto;
(iv) A list of the Officers authorized to provide instructions to Computershare, with specimen signatures of such Officers and any amendments thereto;
(v) Specimen certificate text for each class of Shares and high resolution graphic files of the company seal or other mxxx and each applicable officer's ’s signature on the stock certificate;
(vi) Any final listing application for additional amounts of listed securities;
(vii) Any registration statement relating to the Company's ’s securities; and
(viii) Any other information reasonably requested from time to time.
(e) Computershare shall adopt as part of its records all lists of holders of record of the Company's ’s Shares, books, documents, and records that have been employed by any former agent of the Company for the maintenance of the ledgers for the Shares; provided, however, such ledger is certified as authentic, complete and correct by an Officer or the Company's ’s former transfer agent. Such records shall include, among other things, a complete list of certificates upon which stop transfer orders have been placed, the name and address of each shareholder of record of such certificate, the number of shares held by each such shareholder and the date of issuance of each such certificate.
(f) The Company shall promptly notify Computershare in writing as to:
(i) the existence or termination of any restrictions on the transfer of any Shares;
(ii) the application or removal of a legend restricting the transfer of any certificate;
(iii) the substitution of a Share certificate without such legend with a Share certificate bearing a legend restricting such Share's ’s transfer;
(iv) any authorized but unissued Shares reserved for specific purposes;
(v) outstanding shares that are exchangeable for Shares and the basis for exchange;
(vi) instructions regarding, among other things, dividends for foreign holders; and
(vii) the requirement for a stop transfer order to attach to any Shares or for any other notation or transfer restriction to attach to any Shares.
Appears in 1 contract
Samples: Stock Transfer Agency Agreement (Madison Strategic Sector Premium Fund)