Common use of Certification of Membership Interests Clause in Contracts

Certification of Membership Interests. The Member hereby specifies, acknowledges and agrees that all interests in the Company are securities governed by Article 8 and all other provisions of the Uniform Commercial Code as adopted and amended in the State of Delaware (the "UCC"), and pursuant to the terms of Section 8-103 of the UCC, such interests shall be 'securities" for all purposes under such Article 8 and under all other provisions of the UCC, and that the ownership interest of the Member shall be recognized by a form of Membership Certificate attached hereto as Annex A ("Certificates"). Certificates shall be numbered and executed by the President and Secretary of the Company and shall be entered into a membership transfer register as they are issued, which register shall be maintained by the Secretary of the Company. Upon surrender to the Secretary of the Company of a certificate for membership interests duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer, it shall be the duty of the Company to issue a new certificate to the person entitled thereto, cancel the old certificate and record the transaction upon its books.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Grant Prideco Finance LLC), Limited Liability Company Agreement (Grant Prideco Finance LLC), Limited Liability Company Agreement (Grant Prideco Finance LLC)

AutoNDA by SimpleDocs

Certification of Membership Interests. The Member hereby specifies, acknowledges and agrees that all interests in the Company are securities governed by Article 8 and all other provisions of the Uniform Commercial Code as adopted and amended in the State of Delaware (the "UCC"), and pursuant to the terms of Section 8-103 8.103 of the UCC, such interests shall be '"securities" for all purposes under such Article 8 and under all other provisions of the UCC, and that the ownership interest of the Member shall be recognized by a form of Membership Certificate attached hereto as Annex A ("Certificates"). Certificates shall be numbered and executed by the President and Secretary of the Company and shall be entered into a membership transfer register as they are issued, which register shall be maintained by the Secretary of the Company. Upon surrender to the Secretary of the Company of a certificate for membership interests duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer, it shall be the duty of the Company to issue a new certificate to the person entitled thereto, cancel the old certificate and record the transaction upon its books.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Xl Systems Lp), Limited Liability Company Agreement (Xl Systems Lp), Limited Liability Company Agreement (Grant Prideco Finance LLC)

Certification of Membership Interests. The Member hereby specifies, acknowledges and agrees that all interests in the Company are securities governed by Article 8 and all other provisions of the Uniform Commercial Code as adopted and amended in the State of Delaware (the "UCC"), and pursuant to the terms of Section 8-103 8.103 of the UCC, such interests shall be 'securities" for all purposes under such Article 8 and under all other provisions of the UCC, and that the ownership interest of the Member shall be recognized by a form of Membership Certificate attached hereto as Annex A ("Certificates"). Certificates shall be numbered and executed by the President and Secretary of the Company and shall be entered into a membership transfer register as they are issued, which register shall be maintained by the Secretary of the Company. Upon surrender to the Secretary of the Company of a certificate for membership interests duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer, it shall be the duty of the Company to issue a new certificate to the person entitled thereto, cancel the old certificate and record the transaction upon its books.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Grant Prideco Finance LLC), Limited Liability Company Agreement (Grant Prideco Finance LLC)

Certification of Membership Interests. The Member member hereby specifiesspecify, acknowledges acknowledge and agrees agree that all interests in the Company are securities governed by Article 8 and all other provisions of the Uniform Commercial Code as adopted and amended in the State of Delaware Texas (the "UCC"), and pursuant to the terms of Section 8-103 8.103 of the UCC, such interests shall be '"securities" for all purposes under such Article 8 and under all other provisions of the UCC, and that the ownership interest of the Member shall be recognized by a form of Membership Certificate attached hereto as Annex A ("Certificates"). Certificates shall be numbered and executed by the President and Secretary of the Company and shall be entered into a membership transfer register as they are issued, which register shall be maintained by the Secretary of the Company. Upon surrender to the Secretary of the Company of a certificate for membership interests duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer, it shall be the duty of the Company to issue a new certificate to the person entitled thereto, cancel the old certificate and record the transaction upon its books.

Appears in 1 contract

Samples: Grant Prideco Finance LLC

Certification of Membership Interests. The Member hereby specifies, acknowledges and agrees that all interests in the Company are securities governed by Article 8 and all other provisions of the Uniform Commercial Code as adopted and amended in the State of Delaware (the "UCC"), and pursuant to the terms of Section 8-103 8.103 of the UCC, such interests shall be 'securities" for all purposes under such Article 8 and under all other provisions of the UCC, and that the ownership interest of the Member shall be recognized by a form of Membership Certificate attached hereto as Annex A ("Certificates"). Certificates shall be numbered and executed by the President and Secretary of the Company and shall be entered into a membership transfer register as they are issued, which register shall be maintained by the Secretary of the Company. Upon surrender to the Secretary of the Company of a certificate for membership interests duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer, it shall be the duty of the Company to issue a new certificate to the person entitled thereto, cancel the old certificate and record the transaction upon its books.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Grant Prideco Inc)

AutoNDA by SimpleDocs

Certification of Membership Interests. The Member member hereby specifiesspecify, acknowledges acknowledge and agrees agree that all interests in the Company are securities governed by Article 8 and all other provisions of the Uniform Commercial Code as adopted and amended in the State of Delaware Texas (the "UCC"), and pursuant to the terms of Section 8-103 8.103 of the UCC, such interests shall be '"securities" for all purposes under such Article 8 and under all other provisions of the UCC, and that the ownership interest of the Member shall be recognized by a form of Membership Certificate attached hereto as Annex A ("Certificates"). Certificates shall be numbered and executed by the President and Secretary of the Company and shall be entered into a membership transfer register as they are issued, which register shall be maintained by the Secretary of the Company. Upon surrender to the Secretary of the Company company of a certificate for membership interests duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer, it shall be the duty of the Company to issue a new certificate to the person entitled thereto, cancel the old certificate and record the transaction upon its books.

Appears in 1 contract

Samples: Xl Systems Lp

Certification of Membership Interests. The Member hereby specifies, acknowledges and agrees that all interests in the Company are securities governed by Article 8 and all other provisions of the Uniform Commercial Code as adopted and amended in the State of Delaware (the "UCC"), and pursuant to the terms of Section 8-103 of the UCC, such interests shall be 'securities" for all purposes under such Article 8 and under all other provisions of the UCC, and that the ownership interest of the Member shall be recognized by a form of Membership Certificate attached hereto as Annex A ("Certificates"). Certificates shall be numbered and executed by the President and Secretary of the Company and shall be entered into a membership transfer register as they are issued, which register shall be maintained by the Secretary of the Company. Upon surrender to the Secretary of the Company of a certificate for membership interests duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer, it shall be the duty of the Company to issue a new certificate to the person entitled thereto, cancel the old certificate and record the transaction upon its books.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Grant Prideco Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.