Countersigned means the same thing as “signed” when a second or responding signature is required.
Countersigned. AMERICAN STOCK TRANSFER & TRUST COMPANY, as Warrant Agent By: ______________________________ Its: Authorized Officer [Form of Reverse of Warrant Certificate] SUBSCRIPTION FORM To Be Executed by the Registered Holder in Order to Exercise Warrants THE UNDERSIGNED REGISTERED HOLDER hereby irrevocably elects to exercise _____ Warrants represented by this Warrant Certificate, and to purchase the securities issuable upon the exercise of such Warrants, and requests that certificates for such securities shall be issued in the name of (please insert social security or other identifying number) and be delivered to ____________________________________________ ____________________________________________ ____________________________________________ ____________________________________________ (please print or type name and address) and if such number of Warrants shall not be all the Warrants evidenced by this Warrant Certificate, that a new Warrant Certificate for the balance of such Warrants be registered in the name of, and delivered to, the Registered Holder at the address stated below: ____________________________________________ ____________________________________________ ____________________________________________ (Address) ____________________________________________ (Date) ____________________________________________ (Taxpayer Identification Number) If this Warrant has been solicited by a member of the National Association of Securities Dealers, Inc., the name of such firm is:__________: SIGNATURE GUARANTEED ASSIGNMENT To Be Executed by the Registered Holder in Order to Assign Warrants FOR VALUE RECEIVED, hereby sells, assigns, and transfers unto (please insert social security or other identifying number) ____________________________________________ ____________________________________________ ____________________________________________ ____________________________________________ (please print or type name and address) of the Warrants represented by this Warrant Certificate, and hereby irrevocably constitutes and appoints _________________________________ Attorney to transfer this Warrant Certificate on the books of the Company, with full power of substitution in the premises.
Countersigned. [·], as Warrant Agent By: Name: Title: [Signature page to [Global] Warrant Certificate] FORM OF ASSIGNMENT [To be completed and signed only upon transfer of Warrant] FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto __________________________________________________ the right represented by the within Warrant Certificate to purchase ______________ shares of common stock of Dolphin Entertainment Inc. to which the within Warrant Certificate relates and appoints ____________________________________ attorney to transfer said right on the books of Dolphin Entertainment Inc. with full power of substitution in the premises. Dated: Printed Name of Holder Signature of Holder (signature must conform in all respects to name of holder as specified on the front page of the Warrant Certificate) Title of Signatory (if Holder is not a natural person) Address of Transferee: Signature Guaranteed By:
Examples of Countersigned in a sentence
Dated: ____________, 20__ DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee By ______________________ Countersigned: By ___________________________ Authorized Signatory of DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee EXHIBIT E [Form of Reverse of Certificates] INDYMAC MBS, INC.
Except in an emergency endangering life or property, no changes shall be made by the Contractor except upon written order from the Contracting Officer, Countersigned by the Assistant City Manager authorizing such change, and no claim for adjustments of the contract price shall be valid unless this procedure is followed.
Dated: ____________, 20__ THE BANK OF NEW YORK, as Trustee By ______________________ Countersigned: By ___________________________ Authorized Signatory of THE BANK OF NEW YORK, as Trustee EXHIBIT D [FORM OF NOTIONAL AMOUNT CERTIFICATE] UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO.
Dated: _______, ____ DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee By ____________________________________ Countersigned: By ___________________________ Authorized Signatory of DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee INDYMAC MBS, INC.
Dated: First Union National Bank, Trustee By____________________________ Authorized Officer Countersigned: First Union National Bank, Trustee By ________________________ Authorized Officer EXHIBIT B-1 [FORM OF FACE OF CLASS B-1 CERTIFICATE] THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A CERTIFICATES AS DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
More Definitions of Countersigned
Countersigned. The Bank of New York as Warrant Agent By:___________________________________ Authorized Signatory THE WARRANTS REPRESENTED HEREBY AND, AS OF THE DATE THIS WARRANT CERTIFICATE WAS ORIGINALLY ISSUED, THE COMMON SHARES PURCHASABLE UPON THEIR EXERCISE, HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT (A)(1) TO A PERSON WHOM THE SELLER REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF RULE 144A UNDER THE SECURITIES ACT ("RULE 144A") IN A TRANSACTION MEETING THE REQUIREMENTS OF RULE 144A, OR (2) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND (B) IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF THE STATES OF THE UNITED STATES. THE COMMON SHARES (THE "COMMON SHARES") FOR WHICH THIS WARRANT IS EXERCISABLE MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), AND ANY APPLICABLE STATE SECURITIES LAWS OR AN APPLICABLE EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS. ACCORDINGLY, NO WARRANT HOLDER SHALL BE ENTITLED TO EXERCISE SUCH HOLDER'S WARRANTS AT ANY TIME UNLESS, AT THE TIME OF EXERCISE, (I) A REGISTRATION STATEMENT UNDER THE ACT COVERING THE OFFER AND SALE OF THE COMMON SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT (THE "WARRANT SHARES") HAS BEEN FILED WITH, AND DECLARED EFFECTIVE BY, THE SECURITIES AND EXCHANGE COMMISSION (THE "SEC"), AND NO STOP ORDER SUSPENDING THE EFFECTIVENESS OF SUCH REGISTRATION STATEMENT HAS BEEN ISSUED BY THE SEC OR (II) THE OFFER AND SALE OF THE WARRANT SHARES TO THE WARRANT HOLDERS ARE EXEMPT FROM REGISTRATION UNDER THE ACT AND THE WARRANT HOLDER, IF SO REQUESTED BY THE COMPANY, HAS DELIVERED TO THE COMPANY AN OPINION OF COUNSEL TO SUCH EFFECT. TRANSFERS OF THE WARRANTS REPRESENTED HEREBY SHALL BE MADE IN ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN THE WARRANT AGREEMENT. By accepting a Warrant Certificate bearing the legend above, each holder shall be bound by all of the terms and provisions of the Warrant Agreement (a copy of which is available on request to the Company or the Warrant Agent) as fully and effectively as if such holder had signed the same. The Warrants evidenced by this Warrant Certificate are part of a duly authorized issue of Warrants expiring on the Expiration Date, entitling the holder upon exercise to receive Common Shares of the Company (the "Common Shares"...
Countersigned. As Warrant Agent By Authorized Signature To exercise any Warrants evidenced hereby for Warrant Securities (as hereinafter defined), the Holder must pay, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], the Warrant Price in full for Warrants exercised, to [Warrant Agent] [address of Warrant Agent], Attn: , which payment must specify the name of the Holder and the number of Warrants exercised by such Holder. In addition, the Holder must complete the information required below and present this Warrant Certificate in person or by mail (certified or registered mail is recommended) to the Warrant Agent at the appropriate address set forth above. This Warrant Certificate, completed and duly executed, must be received by the Warrant Agent within five business days of the payment. The undersigned hereby irrevocably elects to exercise Warrants, evidenced by this Warrant Certificate, to purchase shares of the Common Stock, par value $0.001 per share (the “Warrant Securities”), of Ardea Biosciences, Inc. and represents that he has tendered payment for such Warrant Securities, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], to the order of Ardea Biosciences, Inc., c/o [insert name and address of Warrant Agent], in the amount of $ in accordance with the terms hereof. The undersigned requests that said Warrant Securities be in fully registered form in the authorized denominations, registered in such names and delivered all as specified in accordance with the instructions set forth below. If the number of Warrants exercised is less than all of the Warrants evidenced hereby, the undersigned requests that a new Warrant Certificate evidencing the Warrants for the number of Warrant Securities remaining unexercised be issued and delivered to the undersigned unless otherwise specified in the instructions below. Dated Name Please Print Address: (Insert Social Security or Other Identifying Number of Holder) Signature Guaranteed Signature (Signature must conform in all respects to name of holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the New York, Midwest or Pacific Stock Exchange). This Warrant may be e...
Countersigned. As Warrant Agent By ________________________ Authorized Signature
Countersigned means a second or verifying signature, as on a 922 previously signed document, and is not satisfied by the
Countersigned. MONTREAL TRUST COMPANY OF CANADA by: Authorized Officer SE-28 211 FORM OF ELECTION TO EXERCISE TO: MONTREAL TRUST COMPANY OF CANADA The undersigned hereby irrevocably elects to exercise ___________________ whole Rights represented by the attached Rights Certificate to purchase the Common Shares issuable upon the exercise of such Rights and requests that certificates for such Common Shares be issued to: Name Address City and Province Social Insurance Number or other taxpayer identification number If such number of Rights shall not be all the Rights evidenced by this Rights Certificate, a new Rights Certificate for the balance of such Rights shall be registered in the name of and delivered to: Name Address City and Province Social Insurance Number or other taxpayer identification number Dated: Signature Signature Guaranteed: (Signature must correspond to name as written upon the face of this Rights Certificate in every particular, without alteration or enlargement or any change whatsoever) Signature must be guaranteed by a member firm of a recognized stock exchange in Canada, a registered national securities exchange in the United States, a member of the Investment Dealers Association of Canada or National Association of Securities Dealers, Inc., or a commercial bank or trust company having an office or correspondent in Canada or the United States. (To be completed if true) The undersigned hereby represents, for the benefit of the Corporation and all holders of Rights and of shares of the Corporation, that the Rights evidenced by this Rights Certificate are not, and, to the knowledge of the undersigned, have never been, Beneficially Owned by an Acquiring Person or an Affiliate or Associate thereof or any Person acting jointly or in concert with any of the foregoing (as such terms are defined in the Rights Agreement). Signature ____________________________ SE-29 212 FORM OF ASSIGNMENT FOR VALUE RECEIVED (Please print name and address of transferee) hereby sells, assigns and transfers unto the Rights represented by this Rights Certificate, together with all right, title and interest therein. Dated: ____________________ Signature Signature Guaranteed: (Signature must correspond to name as written upon the face of this Rights Certificate in every particular, without alteration or enlargement or any change whatsoever) Signature must be guaranteed by a member firm of a recognized stock exchange in Canada, a registered national securities exchange in the United Sta...
Countersigned. The Bank of New York, as Rights Agent By_____________________________ Authorized Signature [Form of Reverse Side of Right Certificate] FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Right Certificate.) FOR VALUE RECEIVED ______________________________________________ hereby sells, assigns and transfers unto ________________________ _________________________________________________________________ _________________________________________________________________ (Please print name and address of transferee) Rights represented by this Right Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint ________________________ Attorney, to transfer the within Right Certificate on the books of the within- named Company, with full power of substitution. Dated:__________ ___________________________________ Signature Signature Guaranteed: _________________________________________ Signatures must be guaranteed by an "eligible guarantor institution" as defined in Rule 17Ad-15 promulgated under the Securities Exchange Act of 1934, as amended. ----------------------------------------------------------------- The undersigned hereby certifies that:
Countersigned. As Warrant Agent By________________________________ Authorized Signature [Reverse of Warrant Certificate] Instructions for Exercise of Warrant To exercise the Warrants evidenced hereby, the holder must pay [in cash or by certified check or official bank check or by bank wire transfer] [by bank wire transfer] [in immediately available funds] the Warrant Price in full for Warrants exercised to [insert name of Warrant Agent] Corporate Trust Department, [insert address of Warrant Agent], Attn.: [or ], which [payment] [wire transfer] must specify the name of the holder and the number of Warrants exercised by such holder. In addition, the holder must complete the information required below and present this Warrant Certificate in person or mail (registered mail is recommended) to the Warrant Agent at the addresses set forth below. This Warrant Certificate, completed and duly executed, must be received by the Warrant Agent within five business days of the [payment] [wire transfer].