Share Certificates, etc Sample Clauses

Share Certificates, etc. On the Effective Date: (i) subject to Subsection 2.4(k), the registered RDT Shareholders shall cease to be RDT Shareholders and shall deemed to be the registered ACME Shareholders to which they are entitled, calculated in accordance with the provisions hereof, and, subject to Subsection 2.4(n), the holders of share certificates representing such RDT Shares may surrender such certificates to the Depositary and, upon such surrender, shall be entitled to receive certificates representing the number of ACME Shares to which they are so entitled; (ii) ACME, as the registered holder of the AcquisitionCo Shares shall be deemed to be the registered holder of the Amalco Shares to which it is entitled, calculated in accordance with the provisions hereof, and may surrender the certificates representing such AcquisitionCo Shares to Amalco and, upon such surrender, shall be entitled to receive a share certificate representing the number of Amalco Shares to which it is entitled, calculated in accordance with the provisions hereof.
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Share Certificates, etc. (i) Subject to Section 2.7(k), each registered holder of Altius Shares will, subject to compliance with law and procedures for exchange of their Altius Share certificates, become a registered holder of Amalco Shares to which they are entitled, calculated in accordance with the provisions hereof, with effect as of the Effective Date; and the holders of share certificates representing such Altius Shares may surrender such certificates to the Depositary and, upon such surrender, shall be entitled to receive share certificates representing the number of Amalco Shares to which they are so entitled; and (ii) Subject to Section 2.7(k), each registered holder of Immunall Shares will, subject to compliance with law and procedures for exchange of their Immunall Share certificates, become a registered holder of New Immunall Shares, Aileron Shares and Nautor Shares to which they are entitled, calculated in accordance with the provisions hereof, with effect as of the Effective Date; and the holders of share certificates representing such Immunall Shares may surrender the certificates representing such Immunall Shares to the Depositary and, upon such surrender, shall be entitled to receive share certificates representing the number of Amalco Shares, Aileron Shares and Nautor Shares to which they are so entitled.
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Share Certificates, etc. Duly endorsed share certificates representing the Shares (other than the Option Shares) and the share register as set forth in Section 1.2(c).
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Share Certificates, etc. At the Effective Time: (i) Accel and any investor in the Siyata Financing shall cease to be the holder of Siyata Shares and shall be the registered and beneficial holders of New Teslin Shares, and such holders shall surrender their share certificates representing such Siyata Shares to Teslin and, upon such surrender, upon the Effective Time and against such surrender, shall receive share certificates representing the New Teslin Shares; (ii) Teslin, as the registered holder of AcquisitionCo Common Shares shall be the sole registered and beneficial holder of Amalco Shares to which it is entitled, calculated in accordance with the provisions hereof, and shall surrender the certificates representing such AcquisitionCo Common Shares to Amalco and, upon such surrender shall be entitled to receive a share certificate representing the number of Amalco Shares to which it is entitled, calculated in accordance with the provisions hereof; and (iii) the New Teslin Payment Shares shall be duly listed for trading on the TSXV (subject to mandatory lock-up restrictions under the Escrow Agreement) and which shall constitute, immediately after the Effective Date (including the Siyata Financing, the Consolidation and all transactions contemplated under this Agreement) 56.8% of Teslin’s total issued and outstanding share capital, and 50% of Teslin’s issued and outstanding share capital share capital on a fully diluted basis (taking into account the New Teslin Warrant Shares and any other convertible security of Teslin or Siyata, as applicable, including any broker warrants or corporate finance fee securities issued in the Siyata Financing, but excluding any new stock options issued to director, officers or consultants, following the Effective Date, and approved by the New Board as of the Effective Date). In the event that either (i) any Teslin Options or Teslin Warrants are exercised prior to the Effective Date; or the Teslin Option Termination and/or Teslin Warrant Exercise is unsuccessful and Accel decides to waive this condition precedent and proceed with the Closing;(ii) any change in the subscription price per share applicable in the Siyata Financing; or (iii) any new shares or securities of any kind are issued or issuable by Teslin other than such shares issuable under the New Teslin Units, or pursuant to the Siyata Financing, then the number of New Teslin Payment Shares shall be adjusted as applicable under Section 9.13 below, provided that no adjustment shall be made a...
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Share Certificates, etc. Upon execution of this Pledge of Shares, the Pledgor shall deposit in escrow with the Agent the following documents:
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Share Certificates, etc. Upon release of the Pledge, the Secured Creditor shall return the Share Certificates to the Pledgor and consent to the annotation of the cancellation of the Pledge on the Share Certificates and in the shareholders’ register of the Company.
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Share Certificates, etc. (a) The Chargor shall on the date of this Deed deliver to the Lender, or as it directs, all certificates representing such Shares and transfers of such Shares executed in blank and shall promptly deliver to the Lender, or as it directs, any other documents relating to such Shares which the Lender requires.
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Share Certificates, etc. On the Effective Date: (a) the registers and transfers of Bio Syntech Shares shall be closed; (b) Dream Team, as the registered holder of Newco common shares, shall cease to be the holder of Newco common shares and shall be deemed to be the registered holder of common shares of the Amalgamated Corporation to which it is entitled calculated in accordance with the provisions hereof; (c) the holders of Bio Syntech Shares shall cease to be the holders of Bio Syntech Shares and shall be deemed to be registered holders of the number of Non-Voting Exchangeable Shares to which they are entitled calculated in accordance with the provisions hereof; and (d) certificates representing the number of Non-Voting Exchangeable Shares issuable to holders of Bio Syntech Shares shall be made available at the Depositary for pick-up by or delivery to the holder upon deposit with the Depositary of certificates formerly representing Bio Syntech Shares.
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Share Certificates, etc. (a) On or before the date hereof the Chargor shall deliver to the Administrative Agent share certificates relating to the Chargeable Shares together with a stock transfer form relating to such shares, executed by the Chargor but left undated and blank as regards the identity of the transferee (provided that the Chargor shall further ensure that such certificates are prepared and delivered in such form as may enable the 65% proportion in respect of which security is granted hereunder to be clearly identified and segregated, whether before or after any increase in the share capital of the Company). (b) All certificates and other documents of title relating to the Security Assets arising after the date hereof shall forthwith upon receipt by the Chargor be deposited with or to the order of the Administrative Agent in such manner as the Administrative Agent shall require.
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Related to Share Certificates, etc

  • Share Certificates In lieu of issuing certificates for shares, the Trustees or the transfer agent either may issue receipts therefor or may keep accounts upon the books of the Trust for the record holders of such shares, who shall in either case, for all purposes hereunder, be deemed to be the holders of certificates for such shares as if they had accepted such certificates and shall be held to have expressly assented and agreed to the terms hereof. The Trustees at any time may authorize the issuance of share certificates. In that event, each shareholder shall be entitled to a certificate stating the number of shares owned by him or her, in such form as shall be prescribed from time to time by the Trustees. Such certificate shall be signed by the President or Vice President and by the Treasurer or Assistant Treasurer. Such signatures may be facsimile if the certificate is signed by a transfer agent, or by a registrar, other than a Trustee, officer or employee of the Trust. In case any officer who has signed or whose facsimile signature has been placed on such certificate shall cease to be such officer before such certificate is issued, it may be issued by the Trust with the same effect as if he or she were such officer at the time of its issue.

  • Legend on Share Certificates Each certificate representing any Shares issued after the date hereof shall be endorsed by the Company with a legend reading substantially as follows: “THE SHARES EVIDENCED HEREBY ARE SUBJECT TO A AMENDED AND RESTATED VOTING AGREEMENT, AS MAY BE AMENDED FROM TIME TO TIME, (A COPY OF WHICH MAY BE OBTAINED UPON WRITTEN REQUEST FROM THE COMPANY), AND BY ACCEPTING ANY INTEREST IN SUCH SHARES THE PERSON ACCEPTING SUCH INTEREST SHALL BE DEEMED TO AGREE TO AND SHALL BECOME BOUND BY ALL THE PROVISIONS OF THAT VOTING AGREEMENT, INCLUDING CERTAIN RESTRICTIONS ON TRANSFER AND OWNERSHIP SET FORTH THEREIN.” The Company, by its execution of this Agreement, agrees that it will cause the certificates evidencing the Shares issued after the date hereof to bear the legend required by this Section 7.12, and it shall supply, free of charge, a copy of this Agreement to any holder of a certificate evidencing Shares upon written request from such holder to the Company at its principal office. The parties to this Agreement do hereby agree that the failure to cause the certificates evidencing the Shares to bear the legend required by this Section 7.12 and/or the failure of the Company to supply, free of charge, a copy of this Agreement as provided hereunder shall not affect the validity or enforcement of this Agreement.

  • Legended Share Certificates Exchangeco will cause each certificate representing Exchangeable Shares to bear an appropriate legend notifying the Beneficiaries of their right to instruct the Trustee with respect to the exercise of the Voting Rights in respect of the Exchangeable Shares of the Beneficiaries.

  • Legend on Common Share Certificates Certificates or written acknowledgements for the Common Shares, including without limitation in respect of Common Shares issued upon the conversion of Convertible Securities, issued at or after the Record Time but prior to the earlier of the Separation Time and the Expiration Time shall evidence one Right for each Common Share represented thereby and shall have impressed on, printed on, written on or otherwise affixed to them the following legend: Until the Separation Time (as defined in the Rights Agreement referred to below), this [certificate/Direct Registration Advice] also evidences and entitles the holder hereof to certain Rights as set forth in the Amended and Restated Shareholder Rights Plan Agreement dated as of May 10, 2013 (amending and restating the Shareholder Rights Plan Agreement dated effective October 1, 2010), as such may from time to time be amended, restated, varied or replaced, (the "Rights Agreement"), between Pembina Pipeline Corporation (the "Corporation") and Computershare Trust Company of Canada as Rights Agent, the terms of which are hereby incorporated herein by reference and, a copy of which is on file at the registered office of the Corporation. In certain circumstances, as set forth, in the Rights Agreement, such Rights may be amended, redeemed, may expire, may become void (if, in certain cases, they are "Beneficially Owned" by an "Acquiring Person", as such terms are defined in the Rights Agreement, or a transferee thereof) or may be evidenced by separate certificates and may no longer be evidenced by this [certificate/Direct Registration Advice]. The Corporation will mail or arrange for the mailing of a copy of the Rights Agreement to the holder of this certificate without charge within five days, after the receipt of a written request therefor. Certificates representing Common Shares that are issued and outstanding at and after the Record Time, and certificates representing trust units of Pembina Pipeline Income Fund or securities of other predecessor entities of the Corporation that have not been exchanged for certificates representing Common Shares following the Effective Time, shall evidence one Right for each Common Share evidenced thereby notwithstanding the absence of the foregoing legend, until the earlier of the Separation Time and the Expiration Time.

  • Delivery of Stock Certificates, etc on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares in accordance herewith. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three (3) business days thereafter, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct in compliance with applicable securities laws, a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value of one full share, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 1 or otherwise.

  • Issuance of Share Certificates Subject to the last sentence of this Section 8, upon receipt by the Company prior to expiration of the Option of a duly completed Notice of Exercise of Option accompanied by payment for the Shares being purchased pursuant to such Notice (and, with respect to any Option exercised pursuant to Section 9 hereof by someone other than the Optionee, accompanied in addition by proof satisfactory to the Committee of the right of such person to exercise the Option), the Company shall deliver to the Optionee, within thirty (30) days of such receipt, a certificate for the number of Shares so purchased. The Optionee shall not have any of the rights of a stockholder with respect to the Shares which are subject to the Option unless and until a certificate representing such Shares is issued to the Optionee. The Company shall not be required to issue any certificates for Shares upon the exercise of the Option prior to (i) obtaining any Consents which the Committee shall, in its sole discretion, determine to be necessary or advisable, or (ii) the determination by the Committee, in its sole discretion, that no Consents need be obtained.

  • Delivery of Share Certificates for Escrow Securities The Escrow Agent will send to each Securityholder any share certificates or other evidence of that Securityholder’s escrow securities in the possession of the Escrow Agent released from escrow as soon as reasonably practicable after the release.

  • Delivery of Share Certificates Within a reasonable time after the exercise of the Option the Company shall cause to be delivered to the Optionee, his or her legal representative or his or her beneficiary, a certificate for the Shares purchased pursuant to the exercise of the Option.

  • Legend on Stock Certificates Certificates evidencing the Option Shares, to the extent appropriate at the time, shall have noted conspicuously on the certificates a legend intended to give all persons full notice of the existence of the conditions, restrictions, rights and obligations set forth herein and in the Plan.

  • Delivery of Stock Certificates, etc. on Exercise The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares in accordance herewith. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three (3) business days thereafter, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct in compliance with applicable securities laws, a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value of one full share, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 1 or otherwise.

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