Original Issue of Certificates Sample Clauses

Original Issue of Certificates. On the date Securities sold pursuant to the Underwriting Agreement are originally issued, certificates for the Securities shall be issued by the Trust, and, at the request of the Trustees, registered in such names and such denominations as the underwriters shall have previously requested of the Trustees, executed manually or in facsimile by the Managing Trustee and countersigned by the Paying Agent. At no time shall the aggregate number of Securities represented by such countersigned certificates exceed the number of then outstanding Securities.
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Original Issue of Certificates. On the date DECS sold pursuant to the Underwriting Agreement are originally issued, certificates for such DECS shall be issued by the Trust, and, at the request of the Trustees, registered in such names and such denominations as the Underwriters shall have previously requested of the Trustees, executed manually or in facsimile by the Managing Trustee and countersigned by the Paying Agent. At no time shall the aggregate number of DECS represented by such countersigned certificates exceed the number of then outstanding DECS except as permitted by Section 3.4 hereof.
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Original Issue of Certificates. On the date the STRYPES sold pursuant to the Purchase Agreement are originally issued, certificates for the STRYPES shall be issued by the Trust, and, at the written request of the Trust, registered in such names and such denominations as the Underwriters shall have previously requested of the Trust, executed manually or in facsimile by the Managing Trustee and countersigned by the Paying Agent. At no time shall the aggregate number of STRYPES represented by such countersigned certificates exceed the number of then outstanding STRYPES.
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Original Issue of Certificates. 3 Section 3.2. Registry of Holders.........................................................................4 Section 3.3. Registration of Transfer of the Securities..................................................4 Section 3.4. Lost Certificates.........................................................................
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Original Issue of Certificates. On the date the TrUEPrS sold pursuant to the Purchase Agreement are originally issued, certificates for the TrUEPrS shall be issued by the Trust, and, at the written request of the Trust, registered in such names and such denominations as the Underwriters shall have previously requested of the Trust, executed manually or in facsimile by the Managing Trustee and countersigned by the Paying Agent. At no time shall the aggregate number of TrUEPrS represented by such countersigned certificates exceed the number of then outstanding TrUEPrS, except as permitted by Section 3.4 hereof.
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Original Issue of Certificates. On the date Equity Trust Securities sold pursuant to the Underwriting Agreement are originally issued, certificates for such Equity Trust Securities shall be issued by the Trust, and, at the request of the Trustees, registered in such names and such denominations as the Underwriters shall have previously requested of the Trustees, executed manually or in facsimile by the Managing Trustee and countersigned by the Paying Agent. At no time shall the aggregate number of Equity Trust Securities represented by such countersigned certificates exceed the number of then outstanding Equity Trust Securities except as permitted by Section 3.4 hereof.
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Original Issue of Certificates. On the date TIMES sold pursuant to the Underwriting Agreement are originally issued, certificates for the TIMES shall be issued by the Trust, and, at the request of the Trustees, registered in such names and such denominations as the underwriters shall have previously requested of the Trustees, executed manually or in facsimile by the Managing Trustee and countersigned by the Paying Agent. At no time shall the aggregate number of TIMES represented by such countersigned certificates exceed the number of then outstanding TIMES, except as permitted by Section 3.4.
Sample 1
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Original Issue of Certificates. On the date PEPS sold pursuant to the Underwriting Agreement are originally issued, certificates for such PEPS shall be issued by the Trust, and, at the request of the Trustees, registered in such names and such denominations as the Underwriters shall have previously requested of the Trustees, executed manually or in facsimile by the Managing Trustee and countersigned by the Paying Agent. At no time shall the aggregate number of PEPS represented by such countersigned certificates exceed the number of then outstanding PEPS.
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Original Issue of Certificates. On the date the TrENDS sold pursuant to the Purchase Agreement are originally issued, certificates for the TrENDS shall be issued by the Trust, and, at the request of the Initial Purchasers, registered in such names and such denominations as the Initial Purchasers shall have previously instructed the Regular Trustee in writing.
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Related to Original Issue of Certificates

  • Issuance of Certificates No later than three (3) business days following the exercise of any Warrant and the clearance of the funds in payment of the Warrant Price pursuant to Section 3.3.1 or cashless exercise pursuant to Section 3.3.2, the Company shall issue, or cause to be issued, to the Registered Holder of such Warrant a certificate or certificates representing (or at the option of the Registered Holder, deliver electronically through the facilities of the Depository Trust Corporation) the number of full shares of Common Stock to which he, she or it is entitled, registered in such name or names as may be directed by him, her or it, and, if such Warrant shall not have been exercised or surrendered in full, a new countersigned Warrant for the number of shares as to which such Warrant shall not have been exercised or surrendered. Notwithstanding the foregoing, the Company shall not deliver, or cause to be delivered, any securities without applicable restrictive legend pursuant to the exercise of a Warrant unless (a) a registration statement under the Act with respect to the shares of Common Stock issuable upon exercise of such Warrants is effective and a current prospectus relating to the shares of Common Stock issuable upon exercise of the Warrants is available for delivery to the Registered Holder of the Warrant or (b) in the opinion of counsel to the Company, the exercise of the Warrants is exempt from the registration requirements of the Act and such securities are qualified for sale or exempt from qualification under applicable securities laws of the states or other jurisdictions in which the Registered Holder resides. Warrants may not be exercised by, or securities issued to, any Registered Holder in any state in which such exercise or issuance would be unlawful. In addition, in no event will the Company be obligated to pay such Registered Holder any cash consideration upon exercise or otherwise “net cash settle” the Warrant.

  • Issuance of Certificate Upon the exercise of the Warrants, the issuance of a certificate for Warrant Shares (or other securities) shall be made forthwith (and in any event within five (5) business days thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificate shall (subject to the provisions of Sections 6 and 8 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; provided, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificate in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificate unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificate and the certificate representing the Warrant Shares (or other securities) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. The Warrant Certificate shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

  • Original Issue of Notes The Notes may, upon execution of this Supplemental Indenture, be executed by the Company and delivered to the Trustee for authentication, and the Trustee shall, upon receipt of a Company Order, authenticate and deliver such Notes as in such Company Order provided.

  • ORIGINAL ISSUE OF DEBENTURES Debentures in the aggregate principal amount of up to $__________ may, upon execution of this Indenture, be executed by the Company and delivered to the Trustee for authentication, and the Trustee shall thereupon authenticate and make available for delivery said Debentures to or upon the written order of the Company, signed by its Chairman, its Vice Chairman, its President, or any Vice President and its Treasurer or an Assistant Treasurer, without any further action by the Company.

  • Original Issuance of Notes 3 Section 2.01 Form..............................................................................3 Section 2.02 Execution, Authentication and Delivery............................................3 Section 2.03

  • Exchange of Certificates (a) At the Closing, certificates (the “Certificates”) representing all of the issued and outstanding shares of Common Stock shall be surrendered for cancellation and termination in the Merger. At the Effective Time, each Certificate shall be canceled in exchange for the amount of Merger Consideration pursuant to Section 2.2(a). After payment of all fees and expenses incurred by the Company in connection with this Agreement in accordance with Section 7.5 from the Cash Consideration portion of the Merger Consideration, the Merger Consideration shall be distributed as follows to the extent Certificates have been surrendered, at Closing (or thereafter upon surrender of Certificates): (i) Parent shall cause the remaining Cash Consideration to be wired to an account designated by the Sole Stockholder, less $822,975 which shall be placed in escrow to satisfy the obligations pursuant to Article XII hereof (the “Cash Escrow”), and (ii) Parent shall cause the Equity Consideration to be distributed to the Sole Stockholder in the amount set forth on Schedule 2.2, less that number of shares of Parent Common Stock issued as part of the Equity Consideration as shall be obtained by dividing $425,000 by the Closing Market Price which shall be placed in escrow to satisfy the obligations pursuant to Article XII hereof (the “Equity Escrow”). Until surrendered, each outstanding Certificate which immediately prior to the Effective Time represented shares of Common Stock shall be deemed for all corporate purposes to evidence ownership of the amount of cash and shares of Parent Common Stock issuable upon conversion of such shares of Common Stock, but shall, have no other rights. From and after the Effective Time, the holders of shares of Common Stock shall cease to have any rights in respect of such shares and their rights shall be solely in respect of the amount of cash and shares of Parent Common Stock into which such shares of Common Stock have been converted. (b) If any cash is to be paid or any shares of Parent Common Stock are to be issued in the name of a person other than the person in whose name the Certificate(s) surrendered in exchange therefor is registered, it shall be a condition to the payment of such cash or the issuance of such shares that (i) the Certificate(s) so surrendered shall be transferable, and shall be properly assigned, endorsed or accompanied by appropriate stock powers, (ii) such transfer shall otherwise be proper and (iii) the person requesting such transfer shall pay Parent, or its exchange agent, any transfer or other taxes payable by reason of the foregoing or establish to the reasonable satisfaction of Parent that such taxes have been paid or are not required to be paid. Notwithstanding the foregoing, neither Parent nor the Company shall be liable to a holder of shares of Common Stock for cash paid to such holder pursuant to the provisions of Section 2.2(a) of this Agreement that are delivered to a public official pursuant to applicable abandoned property, escheat or similar laws. (c) In the event any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed, Parent shall issue in exchange for such lost, stolen or destroyed Certificate the cash or shares issuable in exchange therefor pursuant to the provisions of Section 2.2(a) of this Agreement. The Board of Directors of Parent may in its discretion and as a condition precedent to the issuance thereof, require the owner of such lost, stolen or destroyed Certificate to provide to Parent an indemnity agreement against any claim that may be made against Parent with respect to the Certificate alleged to have been lost, stolen or destroyed.

  • Nature of Certificates The Certificates shall be personal property giving only the rights specifically set forth therein and in this Agreement. The Certificates shall have no preemptive or similar rights and when issued and delivered to the Holders against payment of the purchase price therefor will be fully paid and nonassessable by the Trust. The Holders of the Certificates, in their capacities as such, shall be entitled to the same limitation of personal liability extended to stockholders of private corporations for profit organized under the General Corporation Law of the State of Delaware. THE RECEIPT AND ACCEPTANCE OF A CERTIFICATE OR ANY INTEREST THEREIN BY OR ON BEHALF OF A HOLDER OR ANY BENEFICIAL OWNER, WITHOUT ANY SIGNATURE OR FURTHER MANIFESTATION OF ASSENT, SHALL CONSTITUTE THE UNCONDITIONAL ACCEPTANCE BY THE HOLDER AND ALL OTHERS HAVING A BENEFICIAL INTEREST IN SUCH CERTIFICATE OF ALL THE TERMS AND PROVISIONS OF THIS AGREEMENT, AND SHALL CONSTITUTE THE AGREEMENT OF THE TRUST, SUCH HOLDER AND SUCH OTHERS THAT THE TERMS AND PROVISIONS OF THIS AGREEMENT SHALL BE BINDING, OPERATIVE AND EFFECTIVE AS BETWEEN THE TRUST AND SUCH HOLDER AND SUCH OTHERS.

  • Designation of Certificates Designation of Startup Day and Latest Possible Maturity Date................................ Section 2.06 Optional Substitution of Mortgage Loans...........................

  • Cancellation of Certificates Any Certificate surrendered for registration of transfer or exchange shall be cancelled and retained in accordance with normal retention policies with respect to cancelled certificates maintained by the Trustee or the Certificate Registrar.

  • Filing of Certificates J. Xxxxxx Xxxxxxxx is hereby designated an “authorized person” within the meaning of the Act, and shall execute, deliver and file the Certificate of Formation of the Company with the Secretary of State of the State of Delaware. Upon the filing of the Certificate of Formation with the Secretary of State of the State of Delaware, his powers as an “authorized person” shall cease, and the Member shall thereupon become the designated “authorized person” within the meaning of the Act.

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