Global Subscription Receipt Clause Samples
Global Subscription Receipt. (a) Unless the Book-Entry Only System is terminated, Subscription Receipt Certificates will only be issued in the form of one or more Global Subscription Receipt certificates, which will be registered in the name of and deposited with CDS or its nominee. Subscription Receipt Certificates sold pursuant to Rule 144A under the 1933 Act will be represented by separate Global Subscription Receipt certificates issued under a CUSIP number dedicated to such Rule 144A Subscription Receipts Certificates. Such Rule 144A Global Subscription Receipt Certificates shall be issued in compliance with Section 2.15 of this Agreement and substantially in the form set forth in Schedule 2.15(a).
(b) Unless the Book-Entry Only System is terminated or required to do so by applicable law, owners of the beneficial interests in the Subscription Receipts shall not be entitled to have Subscription Receipts registered in their names, shall not receive or be entitled to receive Subscription Receipt Certificates in definitive form and shall not be considered owners or holders thereof under this Agreement or any supplemental agreement except in circumstances where CDS resigns or is removed from its responsibility and the Subscription Receipt Agent is unable or does not wish to locate a qualified successor. Beneficial interests in the Global Subscription Receipts will be represented only through the Book-Entry Only System. Transfers of Subscription Receipts between CDS participants shall occur in accordance with CDS’ rules and procedures which rules and procedures reflect the restrictions on transfers set forth in Section 2.15. Neither the Corporation, nor the Underwriters nor the Subscription Receipt Agent shall have any responsibility or liability for any aspects of the records relating to or payments made by CDS, or its nominee, on account of the beneficial interests in the Subscription Receipts. Nothing herein shall prevent the owners of beneficial interests in the Subscription Receipts from voting such Subscription Receipts using duly executed proxies.
(c) All references herein to actions by, notices given or payments made to Receiptholders shall, where Subscription Receipts are represented by Global Subscription Receipt Certificates held through CDS, refer to actions taken by, or notices given or payments made to, CDS upon instruction from the CDS participants in accordance with its rules and procedures. For the purposes of any provision hereof requiring or permitting actions with th...
Global Subscription Receipt. (a) Global Subscription Receipts will be registered in the name of and deposited with CDS or its nominee.
(b) All Subscription Receipts issued to CDS may be in either certificated or uncertificated form, such uncertificated form being evidenced by a book position on the register of Receiptholders to be maintained by the Subscription Receipt Agent in accordance with Section 2.6.
(c) The Subscription Receipt Certificates representing the certificated Subscription Receipts shall be substantially in the form set out or referred to in Schedule A or Schedule B, as applicable with, subject to the provisions of this Agreement, such additions, variations or omissions as may from time to time be agreed upon between the Corporation and the Subscription Receipt Agent, shall be numbered in such manner as the Corporation, with the approval of the Subscription Receipt Agent, may prescribe and shall contain such legends as the Corporation may prescribe. All Subscription Receipt Certificates shall, save as to denomination, be of like tenor and effect. The Subscription Receipt Certificates may be typewritten, photocopied, engraved, printed, lithographed, or partly in one form and partly in another, as the Corporation may determine. A Subscription Receipt Certificate, certificated or uncertificated, in the form of a global subscription receipt certificate ("Global Subscription Receipts"), shall bear the following legends: "Unless this certificate is presented by an authorized representative of CDS Clearing and Depository Services Inc. ("CDS") to Abba Medix Group Inc. or its agent for registration of transfer, exchange or payment, and any certificate issued in respect thereof is registered in the name of CDS & CO., or in such other name as is requested by an authorized representative of CDS (and any payment is made to CDS & CO. or to such other entity as is requested by an authorized representative of CDS), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered holder hereof, CDS & CO., has a property interest in the securities represented by this certificate herein and it is a violation of its rights for another person to hold, transfer or deal with this certificate."
(d) Owners of the beneficial interests in the Global Subscription Receipts shall not be entitled to have Subscription Receipts registered in their names, shall not receive or be entitled to receive Subscription Receipt Certificates in definitive form...
Global Subscription Receipt. 12 2.16 Proceeds to be Placed in Escrow..................................... 13 2.17 Subscription Receipts and Trading................................... 13 2.18
Global Subscription Receipt. 10 2.15 NO REGISTRATION IN THE UNITED STATES...........................11 2.16