Certificated Warrants. (a) A Global Warrant deposited with the Depository or with the Warrant Agent as custodian for the Depository pursuant to Section 2.01 shall be transferred to the beneficial owners thereof in the form of certificated Warrants in a number equal to the number of Warrants represented by such Global Warrant, in exchange for such Global Warrant, only if such transfer complies with Section 2.04 and (i) the Depository notifies the Company that it is unwilling or unable to continue as depositary for such Global Warrant or if at any time the Depository ceases to be a “clearing agency” registered under the Exchange Act and, in each such case, a successor depositary is not appointed by the Company within ninety (90) days of such notice or (ii) the Company, with the consent of the Required Warrant Holders, notifies the Warrant Agent in writing that it elects to cause the issuance of Certificated Warrants under this Agreement.
(b) Any Global Warrant that is transferable to the beneficial owners thereof pursuant to this Section 2.05 shall be surrendered by the Depository to the Warrant Agent, to be so transferred, in whole or from time to time in part, without charge, and the Warrant Agent shall countersign and deliver, upon such transfer of each portion of such Global Warrant, an equal number of Certificated Warrants. Any Certificated Warrants delivered in exchange for an interest in the Global Warrant shall bear the legends set forth in Section 2.04(b).
(c) Subject to the provisions of Section 2.05(b), the registered Holder of a Global Warrant may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Agreement or the Warrants.
(d) In the event of the occurrence of either of the events specified in Section 2.05(a), the Company will promptly make available to the Warrant Agent a reasonable supply of Certificated Warrants in definitive, fully registered form.
Certificated Warrants. The Warrants may be issued in definitive --------------------- form represented by a physical Warrant Certificate (such certificate and all other certificates representing physical delivery of Warrants in definitive form being called "Certificated Warrants").
Certificated Warrants. Beneficial owners of interests in a Global Warrant may receive Certificated Warrants (which, except as set forth in Section 8.3(d), shall bear the Private Placement Legend) in accordance with the procedures of the Warrant Agent and the Depositary provided, however, that beneficial owners of interests in the Regulation S Global Warrant may not receive Offshore Certificated Warrants in exchange for such interest prior to the date one year from the Closing Date. In connection with the execution and delivery of such Certificated Warrants, the Warrant Agent shall reflect on its books and records the date and a decrease in the number of Warrants represented by the relevant Global Warrant equal to the number of such Certificated Warrants and the Company shall execute and the Warrant Agent shall countersign and deliver to said beneficial owners one or more Certificated Warrants in an equal aggregate number. 16 12
Certificated Warrants. Beneficial owners of interests in ----------- --------------------- a Global Warrant may receive Certificated Warrants (which, except as set forth in Section 8.3(d), shall bear the Private Placement Legend) in accordance with the procedures of the Warrant Agent and the Depositary. In connection with the execution and delivery of such Certificated Warrants, the Warrant Agent shall reflect on its books and records the date and a decrease in the number of Warrants represented by the relevant Global Warrant equal to the number of such Certificated Warrants and the Company shall execute and the Warrant Agent shall countersign and deliver to said beneficial owners one or more Certificated Warrants in an equal aggregate number.
Certificated Warrants. Beneficial owners of interests in a Global Warrant may receive Certificated Warrants (which, except as set forth in Section 8.3(f) hereof, shall bear the Private Placement Legend) in accordance with the procedures of the Warrant Agent and the Depositary; PROVIDED, HOWEVER, that beneficial owners of interests in the Regulation S Global Warrant may not receive Offshore Certificated Warrants in exchange for such interests prior to the date one year from the Closing Date. In connection with the execution and delivery of such Certificated Warrants, the Warrant Agent shall reflect on its books, and record, a decrease in the number of Warrants represented by the relevant Global Warrant equal to the number of Warrants represented by such Certificated Warrants and the Company shall execute and the Warrant Agent shall countersign and deliver to said beneficial owners one or more Certificated Warrants in an equal aggregate number.
Certificated Warrants. If the Depository is at any time unwilling or unable to continue as a depository for the Global Warrant and a successor depository is not appointed by the Company within 90 days, the Company will issue certificated Warrants in exchange for the Global Warrant. In connection with the execution and delivery of such certificated Warrants, the Warrant Agent shall, upon receipt of the order and at the direction of the Company, reflect on its books and records a decrease in the principal amount of the relevant Global Warrant equal to the number of such certificated Warrants and the Company shall execute and the Warrant Agent shall countersign and deliver one or more certificated Warrants in an equal aggregate number.
Certificated Warrants. Beneficial owners of interests in a Global Warrant may receive Certificated Warrants (which, except as set forth in Section 8.3(e) shall bear the Private Placement Legend) in accordance with the procedures of the Warrant Agent and the Depositary. In connection with the execution and delivery of such Certificated Warrants, the Warrant Agent shall reflect on its books and record a decrease in the number of Warrants represented by the relevant Global Warrant equal to the number of such Certificated Warrants and the Company shall execute and the Warrant Agent shall countersign and deliver to said beneficial owners one or more Certificated Warrants in an equal aggregate number.
Certificated Warrants. If DTC is at any time unwilling or unable to continue as a depository for a Global Warrant and a successor depository is not appointed by the Company within ninety (90) days or if so requested by any Holder of at least 10,000 Warrants, the Company will issue Certificated Warrants in exchange for such Global Warrant (to the extent so requested in the case of a request by such a Holder). In connection with the execution and delivery of such Certificated Warrants, the Warrant Agent shall, upon receipt of the order and at the direction of the Company, reflect on its books and records a decrease in the principal amount of the relevant Global Warrant equal to the number of such Certificated Warrants and the Company shall execute and the Warrant Agent shall countersign and deliver one or more Certificated Warrants in an equal aggregate number.
Certificated Warrants. (a) A Global Warrant deposited with the Depository or with the Warrant Agent as custodian for the Depository pursuant to Section 2.01 shall be transferred to the beneficial owners thereof in the form of Certificated Warrants in a number equal to the number of Warrants represented by such Global Warrant, in exchange for such Global Warrant, only if such transfer complies with Section 2.04 and (i) the Depository notifies the Company that it is unwilling or unable to continue as depositary for such Global Warrant or if at any time the Depository ceases to be a “clearing agency” registered under the Exchange Act and, in each such case, a successor depositary is not appointed by the Company within 90 days of such notice or
Certificated Warrants. Beneficial owners of interests in Global Warrants shall receive Certificated Warrants (which, except as set forth in Section 8.3(d), shall bear the Private Placement Legend) in accordance with the procedures of the Warrant Agent and the Depositary, as and when permitted by Article VIII hereof. In connection with the execution and delivery of such Certificated Warrants, the Warrant Agent shall reflect on its books and records the date and a decrease in the number of Warrants represented by the Global Warrant equal to the number of such Certificated Warrants and the Company shall execute and the Warrant Agent shall countersign and deliver to said beneficial owners one or more Certificated Warrants in an equal aggregate number.
