Common use of Exercise by Holders Clause in Contracts

Exercise by Holders. 4.2.1 Exercise Notice (a) specifying the number of Securities of each Series or Tranche being exercised; (b) specifying the number of the Participant ID and Member Account at the Relevant Settlement System to be debited with the Securities being exercised and credited with the Settlement Amount or (in any case) any other amount payable by the relevant Issuer to the Holder in connection with the exercise of such Securities; (c) irrevocably agreeing to input a properly authenticated dematerialised instruction through the Relevant Settlement System to effect the delivery of the number of Securities being exercised to the Programme Agent on behalf of the relevant Issuer to the account specified in the Exercise Notice against payment by such Issuer of the Settlement Amount for settlement on the Settlement Date; (d) authorising the relevant Issuer to deduct any Expenses from the Settlement Amount; and (e) certifying that the Securities are not being exercised by or on behalf of a U.S. person or person within the United States and that the Securities are not beneficially owned by a U.S. person or person within the United States.

Appears in 8 contracts

Sources: Covered Warrant Negotiation, Covered Warrant Agreement, Covered Warrant Agreement