SEPARATE FROM CERTIFICATE Sample Clauses

SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED and pursuant to that certain Right of First Refusal and Co-Sale Agreement dated as of __________ __, 2009 (the “Agreement”), the undersigned hereby sells, assigns and transfers unto ____________________________,___________________________ shares of the common stock of Energy and Power Solutions, Inc., a California corporation (the “Company”), standing in the undersigned’s name on the books of the Company represented by Certificate No(s). __________ delivered herewith, and does hereby irrevocably constitute and appoint the Secretary of the Company as the undersigned’s attorney-in-fact, with full power of substitution, to transfer said stock on the books of the Company. THIS ASSIGNMENT MAY ONLY BE USED AS AUTHORIZED BY THE AGREEMENT AND THE EXHIBITS THERETO. Dated: _________________________ SHAREHOLDER _______________________________________ [Signature of Shareholder] _______________________________________ [Print Name of Shareholder] _______________________________________ [Spouse’s Signature, if married] _______________________________________ [Print Spouse’s Name, if married] Instruction: Please do not fill in any blanks other than the signature line. The purpose of this Stock Power and Assignment is to enable the Company and/or its assignee(s) and certain other parties to exercise their respective “Rights of First Refusal” and “Rights of Co-Sale” as set forth in the Agreement without requiring additional signatures on the part of the Shareholder or the Shareholder’s Spouse.
Sample 1
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SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED and pursuant to that certain Stock Pledge Agreement dated as of January 20, 2004 by and between Xxxxx X. Xxxxxxxxxxx and Fluidigm Corporation, a California corporation, the undersigned hereby sells, assigns and transfers unto , ( ) shares of Common Stock of Fluidigm Corporation, a California corporation, standing in the undersigned’s name on the books of said corporation represented by certificate number delivered herewith, and does hereby irrevocably constitute and appoint as attorney-in-fact, with full power of substitution, to transfer said stock on the books of said corporation. Dated: /s/ Xxxxx Xxxxxxxxxxx (Signature) Xxxxx Xxxxxxxxxxx (Please Print Name) /s/ Xxxx Xxxxxxxxxxx (Spouse’s Signature, if any) Xxxx Xxxxxxxxxxx (Please Print Name) This Assignment Separate From Certificate was executed in conjunction with the terms of a Stock Pledge Agreement between the above assignor and Fluidigm Corporation, dated as of January 20, 2004. Instruction: Please do not fill in any blanks other than the signature and name lines. EXHIBIT C SPOUSAL CONSENT I acknowledge that I have read the foregoing Employee Loan Agreement by and between Xxxxx X. Xxxxxxxxxxx (“Borrower”) and Fluidigm Corporation (the “Agreement”), the Secured Promissory Note (the “Note”) and the Stock Pledge Agreement (the “Stock Pledge Agreement”, and together with the Agreement and the Note, the “Loan Documents”) and that I know their contents. I hereby consent to and approve all of the provisions of the Loan Documents, and agree that any interest I may have in or to the Pledged Collateral (as defined in the Stock Pledge Agreement) is subject to all the provisions of the Loan Documents. I will take no action at any time to hinder operation of the Loan Documents or any interest I may have in or to them. /s/ Xxxx Xxxxxxxxxxx Date: Signature of Borrower’s Spouse Xxxx Xxxxxxxxxxx Spouse’s Name — Typed or Printed
Sample 1
SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED hereby sells, assigns and transfers unto , ( ) shares of Common Stock of Higher One, Inc., a Delaware corporation, standing in the undersigned’s name on the books of said corporation represented by Certificate No(s). , and does hereby irrevocably constitute and appoint his or her attorney to transfer the said stock on the books of the said corporation with full power of substitution in the premises. Dated: , 20 Signature: Print Name: EXHIBIT 2 to Stock Restriction Agreement JOINT ESCROW INSTRUCTIONS , 20 Treasurer Higher One, Inc. 00 Xxxxxxx Xxxx Xxx Xxxxx, XX 00000 Dear Treasurer: As Escrow Agent for both Higher One, Inc., a Delaware corporation, and (“Purchaser”), you are hereby authorized and directed to hold the documents delivered to you pursuant to the terms of that certain Stock Restriction Agreement (“Agreement”), dated as of the date hereof, to which a copy of these Joint Escrow Instructions is attached as Exhibit 2, in accordance with the following instructions:
Sample 1
SEPARATE FROM CERTIFICATE. FOR VALUE RECEIVED, , hereby sells, assigns and transfers unto DPL Inc., an Ohio corporation (the “Company”), all right, title and interest in and to shares of Restricted Stock (as defined in the DPL Inc. 2006 Equity and Performance Incentive Plan and as described in the Restricted Stock Agreement dated to become vested and nonforfeitable on ) of DPL Inc., standing in (his/her) name on the books of said corporation, represented by Certificate No. , and does hereby irrevocably constitute and appoint the Corporate Secretary of DPL Inc., (his/her) attorney to transfer the said stock on the books of said corporation with full power of substitution. Dated: By: Grantee Executed in the presence of:
Sample 1

Related to SEPARATE FROM CERTIFICATE

  • ASSIGNMENT SEPARATE FROM CERTIFICATE FOR VALUE RECEIVED, I, _____________________, hereby sell, assign and transfer unto ( ) shares of the Common Stock of Heska Corporation, standing in my name on the books of said corporation represented by Certificate No. herewith and do hereby irrevocably constitute and appoint to transfer said stock on the books of the within-named corporation with full power of substitution in the premises. Dated: , 20 .

  • Form of the Certificate The Certificate, upon issuance, will be issued in the form of a typewritten Certificate, substantially in the form of Exhibit A hereto, representing a definitive Certificate and shall be registered in the name of “Volkswagen Auto Lease/Loan Underwritten Funding, LLC” as the initial registered owner thereof. The Owner Trustee shall execute and authenticate, or cause to be authenticated, the definitive Certificate in accordance with the instructions of the Transferor.

  • Stock Certificate Please issue a certificate or certificates representing the shares in the name of: ¨ The undersigned ¨ Other—Name: Address:

  • CFO Certificate On the Closing Date and/or the Option Closing Date, the Representative shall have received a written certificate executed by the Chief Financial Officer of the Company, dated as of such date, on behalf of the Company, with respect to certain financial data contained in the Registration Statement, Disclosure Package and the Prospectus, providing “management comfort” with respect to such information, in form and substance reasonably satisfactory to the Underwriters.

  • CUSTODIAN’S CERTIFICATE State Street Bank and Trust Company, as custodian for the Acquired Fund (the “Custodian”), shall deliver at the Closing a certificate of an authorized officer stating that: (a) the Acquired Fund’s portfolio securities, cash, and any other assets have been delivered in proper form to the Acquiring Fund on the Closing Date; and (b) all necessary taxes including all applicable federal and state stock transfer stamps, if any, shall have been paid, or provision for payment shall have been made, in conjunction with the delivery of portfolio securities by the Acquired Fund.

  • Tax Certificate The Company shall have delivered to Parent a properly executed Foreign Investment and Real Property Tax Act of 1980 notification letter which states that the Shares do not constitute “United States real property interests” under Section 897(c) of the Code for purposes of satisfying Parent’s obligations under Treasury Regulation Section 1.1445-2(c)(3), and a form of notice to the IRS prepared in accordance with the requirements of Treasury Regulation Section 1.897-2(h)(2), each in substantially the form of Exhibit B hereto.

  • Default Certificate If a Default or Event of Default occurs, then the Company will, within thirty (30) days after its first occurrence, deliver an Officer’s Certificate to the Trustee describing the same and what action the Company is taking or proposes to take with respect thereto.

  • Annual Certificate The Custodian shall have received the initial or annual certificate, as the case may be, required by Article 13 hereof; 6)

  • Non-Book Entry Certificate to Global Certificate If a holder of a Non-Book Entry Certificate that is a Private Certificate (other than any Risk Retention Certificate during the RR Interest Transfer Restriction Period, a Class S Certificate or a Class R Certificate) wishes at any time to exchange its interest in such Non-Book Entry Certificate for an interest in a Global Certificate of the same Class, or to transfer all or part of such Non-Book Entry Certificate to an institution that is entitled to take delivery thereof in the form of an interest in a Global Certificate, such holder may, subject to the rules and procedures of Euroclear or Clearstream, if applicable, and the Depository, cause the exchange of all or part of such Non-Book Entry Certificate for an equivalent beneficial interest in the appropriate Global Certificate of the same Class. Upon receipt by the Certificate Registrar, as registrar, at its office designated in Section 5.11 of this Agreement, of (1) such Non-Book Entry Certificate, duly endorsed as provided herein, (2) instructions from such holder directing the Certificate Registrar, as registrar, to credit, or cause to be credited, a beneficial interest in the applicable Global Certificate equal to the portion of the Certificate Balance of the Non-Book Entry Certificate to be exchanged, such instructions to contain information regarding the participant account with the Depository to be credited with such increase and (3) a certificate in the form of Exhibit I to this Agreement (in the event that the applicable Global Certificate is the Temporary Regulation S Global Certificate), in the form of Exhibit J to this Agreement (in the event that the applicable Global Certificate is the Regulation S Global Certificate) or in the form of Exhibit K to this Agreement (in the event that the applicable Global Certificate is the Rule 144A Global Certificate), then the Certificate Registrar, as registrar, shall cancel, or cause to be canceled, all or part of such Non-Book Entry Certificate, and shall, if applicable, direct the Certificate Administrator to execute, authenticate and deliver to the transferor a new Non-Book Entry Certificate equal to the aggregate Certificate Balance of the portion retained by such transferor and shall instruct the Depository to increase, or cause to be increased, such Global Certificate by the aggregate Certificate Balance of the portion of the Non-Book Entry Certificate to be exchanged and to credit, or cause to be credited, to the account of the institution specified in such instructions a beneficial interest in the applicable Global Certificate equal to the Certificate Balance of the portion of the Non-Book Entry Certificate so canceled.

  • Corporate Certificate The Underwriters shall have received at the Time of Closing a certificate, dated as of the Closing Date, signed by the Secretary of the Company, or such other officer(s) of the Company as the Underwriters may agree, certifying for and on behalf of the Company, to the best of the knowledge, information and belief of the person(s) so signing, with respect to: (a) the articles and by-laws of the Company; (b) the resolutions of the Company’s board of directors relevant to the issue and sale of the Offered Securities by the Company and the authorization of this Underwriting Agreement, the Warrant Indenture, the Warrant Certificates and the Compensation Option Certificates and the other agreements and transactions contemplated herein and therein; and (c) the incumbency and signatures of the signing officer(s) of the Company;

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