Common use of Form, Execution and Delivery of Warrant Certificates Clause in Contracts

Form, Execution and Delivery of Warrant Certificates. (a) Certificates (“Warrant Certificates”) evidencing the Warrants of each series shall be substantially in the form of Exhibits I and II hereto or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of the Company or, to the extent established pursuant to, rather than set forth in, a Board Resolution of the Company, in an Officer’s Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation and such legends or endorsements as the officers of the Company executing the same may approve (execution thereof to be conclusive evidence of such approval) and that are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-regulatory organization (an “SRO”) on which the Warrants of such series may be listed or quoted, or of any securities depository, or to conform to usage. Warrant Certificates shall be signed on behalf of the Company by a manager, the president, any vice president, the treasurer or any assistant treasurer or such other person specifically designated by the Board of the Company to execute Warrant Certificates, which signature may or may not be attested by the secretary, an assistant secretary or a manager of the Company. The signature of any of such officers may be either manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any Warrant Certificate that has been duly countersigned and delivered by the Warrant Agent.

Appears in 2 contracts

Samples: Warrant Agreement (Morgan Stanley Finance LLC), Warrant Agreement (Morgan Stanley Capital Trust Iv)

AutoNDA by SimpleDocs

Form, Execution and Delivery of Warrant Certificates. (a) Certificates (“Warrant Certificates”) evidencing the Warrants of each series shall be issued as Registered Warrants in substantially in the form of Exhibits I and II Exhibit A hereto or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of the Company or, to the extent established pursuant to, rather than set forth in, a Board Resolution of the CompanyResolution, in an Officer’s Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation and such legends or endorsements as the officers of the Company Officers executing the same may approve (execution thereof to be conclusive evidence of such approval) and that are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-regulatory organization (an “SRO”) on which the Warrants of such series may be listed or quoted, or rules of any securities depositoryexchange, or to conform to general usage, all as may be determined by the Officers executing such Warrant Certificates, as evidenced by their execution of such Warrant Certificates. The Warrant Certificates shall be signed on behalf of the Company Issuer by a manager, the president, any vice president, the treasurer or any assistant treasurer or such other person specifically designated by the Board of the Company to execute Warrant Certificates, which signature may or may not be attested by the secretary, an assistant secretary or a manager of the CompanyOfficer. The signature of any of such officers Such signatures may be either the manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any Warrant Certificate that has been duly countersigned and delivered by the Warrant Agent. The Definitive Warrant Certificates shall be printed, lithographed or engraved on steel engraved borders or may be produced in any other manner, all as determined by the Officers executing such Warrants, as evidenced by their execution of such Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Toronto Dominion Bank), Warrant Agreement (Toronto Dominion Bank)

Form, Execution and Delivery of Warrant Certificates. (a) Certificates (“Warrant Certificates”) evidencing the Warrants of each series The Warrants, whenever issued, shall be represented by certificates in registered form substantially in the form of Exhibits I and II hereto or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of Exhibit A hereto (the Company or"Warrant Certificates"), to the extent established pursuant to, rather than set forth in, a Board Resolution of the Company, in an Officer’s Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement, and may represent any whole number of Warrants. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation and such legends or endorsements as the officers of the Company executing the same may approve (execution thereof to be conclusive evidence of such approval) and that which are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-regulatory organization (an “SRO”) stock exchange on which the Warrants of such series may be listed or quotedlisted, or of any securities depository, or to conform to usage. Warrant Certificates shall be signed on behalf of the Company by a managerany of the Chairman of the Board, the presidentPresident, the Chief Financial Officer, the Chief Strategic and Administrative Officer, the Chief Legal Officer, the Treasurer, any vice president, the treasurer Assistant Treasurer or any assistant treasurer or such other person officer specifically designated by the Board of the Company to execute Warrant Certificates, which signature may or may not be Directors and attested by the secretary, its secretary or an assistant secretary or a manager of the Companysecretary. The signature of any of such officers may be either manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any Warrant Certificate that has been duly countersigned and delivered by the Warrant Agent.

Appears in 2 contracts

Samples: Index Warrant Agreement (Dean Witter Discover & Co), Warrant Agreement (Dean Witter Discover & Co)

Form, Execution and Delivery of Warrant Certificates. (a) Certificates ("Warrant Certificates") evidencing the Universal Warrants of each series shall be substantially in the form of Exhibits I and II hereto or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of the Company or, to the extent established pursuant to, rather than set forth in, a Board Resolution of the CompanyResolution, in an Officer’s 's Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation and such legends or endorsements as the officers of the Company executing the same may approve (execution thereof to be conclusive evidence of such approval) and that are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-regulatory organization (an "SRO") on which the Universal Warrants of such series may be listed or quotedlisted, or of any securities depository, or to conform to usage. Warrant Certificates shall be signed on behalf The chairman of the Company by a managerboard of directors, the chief executive officer, the president, the chief financial officer, the chief administrative officer, the chief accounting officer or any vice president, Managing Director and the treasurer or any assistant treasurer or such other person specifically designated by the Board of secretary or any assistant secretary shall execute the Warrant Certificates for the Company to execute Warrant Certificates, which by facsimile or manual signature may or may not be attested by in the secretary, an assistant secretary or a manager name and on behalf of the Company. The seal of the Company, if any, shall be reproduced on the Warrant Certificates. If an officer whose signature of any of such officers may be either manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any is on a Warrant Certificate no longer holds that has been duly countersigned and delivered by office at the time the Warrant AgentCertificate is authenticated, the Warrant Certificate shall nevertheless be valid.

Appears in 2 contracts

Samples: Warrant Agreement (Credit Suisse First Boston Usa Inc), Warrant Agreement (Credit Suisse First Boston Usa Inc)

Form, Execution and Delivery of Warrant Certificates. (a) Certificates (“Warrant Certificates”) evidencing the Warrants of each series The Warrants, whenever issued, shall be represented by certificates in registered form substantially in the form of Exhibits I and II hereto or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of Exhibit A hereto (the Company or"Warrant Certificates"), to the extent established pursuant to, rather than set forth in, a Board Resolution of the Company, in an Officer’s Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement, and may represent any whole number of Warrants. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation and such legends or endorsements as the officers of the Company executing the same may approve (execution thereof to be conclusive evidence of such approval) and that which are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-regulatory organization (an “SRO”) stock exchange on which the Warrants of such series may be listed or quotedlisted, or of any securities depository, or to conform to usage. Warrant Certificates shall be signed on behalf of the Company by a managerany of the chairman of its Board of Directors, the its president, any vice president, chairman of its Board of Directors or the treasurer chief financial officer (or any assistant treasurer or such other person specifically designated officer certified by the Board any of the Company foregoing officers in an Officers' Certificate to execute Warrant Certificatesbe an executive officer of the Issuer) in each case under its corporate seal which may, which signature may or may but need not be attested by the secretary, an assistant its secretary or a manager one or more of its assistant secretaries [except that the CompanyGlobal Warrant Certificate may be executed by any such officer without any necessity that such signature be under seal as aforesaid]. The signature of any of such officers may be either manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any Warrant Certificate that has been duly countersigned and delivered by the Warrant Agent.

Appears in 1 contract

Samples: Warrant Agreement (J P Morgan Chase & Co)

Form, Execution and Delivery of Warrant Certificates. (a) Certificates (“Warrant Certificates”) evidencing the Warrants of each series shall be substantially in the form of Exhibits I and II hereto or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of the Company or, to the extent established pursuant to, rather than set forth in, a Board Resolution of the CompanyResolution, in an Officer’s Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation designation, including CUSIP numbers (the correctness of which shall not be the responsibility of the Warrant Agent), and such legends or endorsements as the officers of the Company Bank executing the same may approve (execution thereof to be conclusive evidence of such approval) and that are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-regulatory organization (an “SRO”) on which the Warrants of such series may be listed or quoted, or of any securities depository, or to conform to usage. Warrant Certificates shall be signed on behalf of the Company Bank by a manager, the president, any vice presidentchief financial officer, the treasurer or any assistant treasurer or such other person persons specifically designated by the Board of the Company to execute Warrant Certificates, which signature may or may not be attested by the secretary, secretary or an assistant secretary or a manager of the CompanyBank. The signature of any of such officers may be either manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any Warrant Certificate that has been duly countersigned and delivered by the Warrant Agent.

Appears in 1 contract

Samples: Warrant Agreement (Deutsche Bank Aktiengesellschaft)

Form, Execution and Delivery of Warrant Certificates. (a) Certificates (“Warrant Certificates”) evidencing the Warrants of each series The Warrants, whenever issued, shall be represented by certificates in registered form substantially in the form of Exhibits I and II hereto or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of Exhibit A hereto (the Company or"Warrant Certificates"), to the extent established pursuant to, rather than set forth in, a Board Resolution of the Company, in an Officer’s Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement, and may represent any whole number of Warrants. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation and such legends or endorsements as the officers of the Company executing the same may approve (execution thereof to be conclusive evidence of such approval) and that which are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-regulatory organization (an “SRO”) stock exchange on which the Warrants of such series may be listed or quotedlisted, or of any securities depository, or to conform to usage. Warrant Certificates shall be signed on behalf of the Company by a managerany one of the chairman of its Board of Directors, the its president, any vice president, chairman of its Board of Directors or the treasurer chief financial officer (or any assistant treasurer or such other person specifically designated officer certified by the Board any of the Company foregoing officers in an Officers' Certificate to execute Warrant Certificatesbe an executive officer of the Issuer) in each case, under its Corporate Seal which signature may or may may, but need not be attested by the secretary, an assistant its secretary or a manager one or more of its assistant secretaries [except that the CompanyGlobal Warrant Certificate may be executed by any such officer without any necessity that such signature be under seal as aforesaid]. The signature of any of such officers may be either manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any Warrant Certificate that has been duly countersigned and delivered by the Warrant Agent.

Appears in 1 contract

Samples: Warrant Agreement (J P Morgan Chase & Co)

Form, Execution and Delivery of Warrant Certificates. (a) Certificates ("Warrant Certificates") evidencing the Universal Warrants of each series shall be substantially in the form of Exhibits I and II hereto or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of the Company or, to the extent established pursuant to, rather than set forth in, a Board Resolution of the CompanyResolution, in an Officer’s 's Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation and such legends or endorsements as the officers of the Company executing the same may approve (execution thereof to be conclusive evidence of such approval) and that are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-self- regulatory organization (an "SRO") on which the Universal Warrants any of such series may be listed or quotedlisted, or of any securities depository, or to conform to usage. Warrant Certificates shall be signed on behalf of the Company by a manager, the presidentchairman of its Board of Directors, any vice president, chairman of its Board of Directors or the treasurer Chief Financial Officer (or any assistant treasurer or such other person specifically designated officer certified by the Board any of the Company foregoing officers in an Officers' Certificate to execute Warrant Certificatesbe an executive officer of the Company) in each case under its corporate seal which may, which signature may or may but need not be attested by the secretary, an assistant secretary or a manager one of its assistant secretaries of the CompanyCompany [except that the Global Warrant Certificate may be executed by any such officer without any necessity that such signature be under seal as aforesaid]. The signature of any of such officers may be either manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any Warrant Certificate that has been duly countersigned and delivered by the Warrant Agent.

Appears in 1 contract

Samples: Warrant Agreement (J P Morgan Chase & Co)

AutoNDA by SimpleDocs

Form, Execution and Delivery of Warrant Certificates. (a) Certificates ("Warrant Certificates") evidencing the Universal Warrants of each series shall be substantially in the form of Exhibits I and II hereto or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of the Company or, to the extent established pursuant to, rather than set forth in, a Board Resolution of the CompanyResolution, in an Officer’s 's Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation and such legends or endorsements as the officers of the Company executing the same may approve (execution thereof to be conclusive evidence of such approval) and that are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-regulatory organization (an "SRO") on which the Universal Warrants of such series may be listed or quotedlisted, or of any securities depository, or to conform to usage. Warrant Certificates shall be signed on behalf of the Company by a manager, the president, any vice presidentchief financial officer, the treasurer or any assistant treasurer or such other person specifically designated by the Board of the Company Directors to execute Warrant Certificates, which signature may or may not be attested by the secretary, secretary or an assistant secretary or a manager of the Company. The signature of any of such officers may be either manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any Warrant Certificate that has been duly countersigned and delivered by the Warrant Agent.

Appears in 1 contract

Samples: Universal Warrant Agreement (Donaldson Lufkin & Jenrette Inc /Ny/)

Form, Execution and Delivery of Warrant Certificates. (a) Certificates (“Warrant Certificates”) evidencing the Warrants of each series The Warrants, whenever issued, shall be represented by certificates in registered form substantially in the form of Exhibits I and II hereto or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of Exhibit A hereto (the Company or"Warrant Certificates"), to the extent established pursuant to, rather than set forth in, a Board Resolution of the Company, in an Officer’s Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement, and may represent any whole number of Warrants. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation and such legends or endorsements as the officers of the Company executing the same may approve (execution thereof to be conclusive evidence of such approval) and that which are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-regulatory organization (an “SRO”) stock exchange on which the Warrants of such series may be listed or quotedlisted, or of any securities depository, or to conform to usage. Warrant Certificates shall be signed on behalf of the Company by a managerany of the chairman of its Board of Directors, the its president, any vice president, chairman of its Board of Directors or the treasurer chief financial officer (or any assistant treasurer or such other person specifically designated officer certified by the Board any of the Company foregoing officers in an Officers' Certificate to execute Warrant Certificatesbe an executive officer of the Issuer), in each case under its corporate seal which signature may or may may, but need not be attested by the secretary, an assistant its secretary or a manager one or more of its assistant secretaries [except that the CompanyGlobal Warrant Certificate may be executed by any such officer without any necessity that such signature be under seal as aforesaid]. The signature of any of such officers may be either manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any Warrant Certificate that has been duly countersigned and delivered by the Warrant Agent.

Appears in 1 contract

Samples: Index Warrant Agreement (J P Morgan Chase & Co)

Form, Execution and Delivery of Warrant Certificates. (a) Certificates (“Warrant Certificates”) evidencing the Universal Warrants of each series shall be substantially in the form of Exhibits I A and II B hereto (if in registered form) or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of the Company or, to the extent established pursuant to, rather than set forth in, a Board Resolution of the CompanyResolution, in an Officer’s Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation and such legends or endorsements as the officers of the Company Authorized Persons (as defined below) executing the same may approve (execution thereof to be conclusive evidence of such approval) and that are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-regulatory organization (an “SRO”) on which the Universal Warrants of such series may be listed or quotedlisted, or of any securities depository, or to conform to usage. Two Authorized Persons shall execute the Warrant Certificates shall be signed for the Issuer by facsimile or manual signature in the name and on behalf of the Company by a manager, the president, any vice president, the treasurer or any assistant treasurer or such other person specifically designated by the Board of the Company to execute Warrant Certificates, which signature may or may not be attested by the secretary, an assistant secretary or a manager of the Company. The signature of any of such officers may be either manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any Warrant Certificate that has been duly countersigned and delivered by the Warrant AgentIssuer.

Appears in 1 contract

Samples: Warrant Agreement (Credit Suisse / /Fi)

Form, Execution and Delivery of Warrant Certificates. (a) Certificates ("Warrant Certificates") evidencing the Universal Warrants of each series shall be substantially in the form of Exhibits I and II hereto or in such form (not inconsistent with this Agreement) as shall be established by or pursuant to one or more Board Resolutions (as defined below) of the Company (as set forth in a Board Resolution of the Company or, to the extent established pursuant to, rather than set forth in, a Board Resolution of the CompanyResolution, in an Officer’s 's Certificate (as defined below) of the Company detailing such establishment) or in one or more agreements supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement. The Warrant Certificates may have imprinted or otherwise reproduced thereon such letters, numbers or other marks of identification or designation and such legends or endorsements as the officers of the Company executing the same may approve (execution thereof to be conclusive evidence of such approval) and that are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any self-self- regulatory organization (an "SRO") on which the Universal Warrants of such series may be listed or quotedlisted, or of any securities depository, or to conform to usage. Warrant Certificates shall be signed on behalf of the Company by a manager, the president, any vice presidentchief financial officer, the treasurer or any assistant treasurer or such other person specifically designated by the Board of the Company Directors to execute Warrant Certificates, which signature may or may not be attested by the secretary, secretary or an assistant secretary or a manager of the Company. The signature of any of such officers may be either manual or facsimile. Typographical and other minor errors or defects in any such signature shall not affect the validity or enforceability of any Warrant Certificate that has been duly countersigned and delivered by the Warrant Agent.

Appears in 1 contract

Samples: Warrant Agreement (Fleet Capital Trust Ix)

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