Agent Members Sample Clauses

Agent Members. In relation to an Agent Member and its Appointing Members: (a) the Agent Member will represent the Appointing Members and will exercise the rights and perform the obligations of the Appointing Members under and in connection with this Agreement as agent for the Appointing Members; (b) each Appointing Member’s rights of access to and use of the Trading System must be the same as each other Appointing Member and must only be exercised through its Agent Member; (c) except as otherwise expressly provided in this Agreement, a reference to a Member (including a Member participating in a relevant category) includes a reference to the Agent Member acting for and on behalf of the Appointing Members; (d) the obligations of the Appointing Members are joint and several obligations of those Appointing Members, a right of an Appointing Member is held by each of those Appointing Members separately, and any other reference to that Appointing Member is a reference to each of the Appointing Members separately, so that (for example) a representation, warranty or undertaking is given by each of them separately; (e) all acts and omissions of the Agent Member under or in connection with this Agreement are taken to be acts and omissions of all the Appointing Members; (f) the Appointing Members are jointly and severally liable for the acts and omissions of their Agent Member under or in connection with this agreement; (g) payment or delivery to or other performance in favour of the Agent Member under or in connection with this Agreement is taken to be payment or delivery to or other performance in favour of its Appointing Members; and (h) no party to this Agreement is required to inquire into the scope of the authority of the Agent Member and each Appointing Member is bound by and will ratify all acts and omissions of the Agent Member under or in connection with this Agreement.

Agent Members. If Global Designated Stock is issued, members of, or participants in, the Depositary (“Agent Members”) shall have no rights under this Certificate of Designations with respect to any Global Designated Stock held on their behalf by the Depositary or by the Registrar as the custodian of the Depositary or under such Global Designated Stock, and the Depositary may be treated by the Corporation, the Registrar and any agent of the Corporation or the Registrar as the absolute owner of such Global Designated Stock for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Corporation, the Registrar or any agent of the Corporation or the Registrar from giving effect to any written certification, proxy or other authorization furnished by the Depositary or impair, as between the Depositary and its Agent Members, the operation of customary practices of the Depositary governing the exercise of the rights of a holder of a beneficial interest in any Global Designated Stock. If Global Designated Stock is issued, the Depositary may grant proxies or otherwise authorize any Person to take any action that a Holder is entitled to take pursuant to the Designated Stock, this Certificate of Designations or the Charter.

Agent Members. This Section 2.08 shall, with respect to the Notes, replace Section 2.14(f) of the Base Indenture in its entirety. The registered Holder of a Note will be treated as the owner of such Note for all purposes and only registered Holders shall have rights under this Indenture and the Notes. Members of, or participants in, the Depositary (“Agent Members”) and persons who hold beneficial interests in a Global Note through an Agent Member shall have no rights under this Indenture with respect to any Global Note held on their behalf by the Depositary. The Depositary may be treated by the Company, the Trustee, the Paying Agent, the Registrar and any agent of the foregoing as the absolute owner of the Global Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Company, the Trustee, the Paying Agent, the Registrar or any agent of the foregoing from giving effect to any written certification, proxy or other authorization furnished by the Depositary or impair, as between the Depositary and its Agent Members, the operation of customary practices of such Depositary governing the exercise of the rights of a Holder of a beneficial interest in any Global Note.

Agent Members. If Global Preferred Shares are issued, members of, or participants in, DTC (“Agent Members”) shall have no rights under this Certificate of Designations with respect to any Global Preferred Share held on their behalf by DTC or by the Transfer Agent as the custodian of DTC or under such Global Preferred Share, and DTC may be treated by the Company, the Transfer Agent and any agent of the Company or the Transfer Agent as the absolute owner of such Global Preferred Share for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Company, the Transfer Agent or any agent of the Company or the Transfer Agent from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a holder of a beneficial interest in any Global Preferred Shares. If Global Preferred Shares are issued, DTC may grant proxies or otherwise authorize any Person to take any action that a holder is entitled to take pursuant to the Series A Preferred Stock, this Certificate of Designations, the Certificate of Incorporation or the Bylaws.

Agent Members. Section 2.1...................10

Agent Members. If Global Preferred Shares are issued, members of, or participants in, the Depositary (“Agent Members”) shall have no rights under this Certificate of Designations with respect to any Global Preferred Share held on their behalf by the Depositary or by the Registrar as the custodian of the Depositary or under such Global Preferred Share, and the Depositary may be treated by the Company, the Registrar and any agent of the Company or the Registrar as the absolute owner of such Global Preferred Share for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Company, the Registrar or any agent of the Company or the Registrar from giving effect to any written certification, proxy or other authorization furnished by the Depositary or impair, as between the Depositary and its Agent Members, the operation of customary practices of the Depositary governing the exercise of the rights of a holder of a beneficial interest in any Global Preferred Shares. If Global Preferred Shares are issued, the Depositary may grant proxies or otherwise authorize any Person to take any action that a Holder is entitled to take pursuant to the Series A Shares, this Certificate of Designations or the Articles of Association.

Agent Members. Product Specifications will be determined by the Operator from time to time after consulting with Trading Participants in accordance with clause 3, and will be incorporated into and form part of this Agreement. Formatted: Underline, Font color: Blue the Agent Member will represent the Appointing Members and will exercise the rights and perform the obligations of the Appointing Members under and in connection with this Agreement as agent for the Appointing Members; each Appointing Member’s rights of access to and use of the Trading System each Appointing Member only has rights of access to and use of the Trading System to the same extent as each of the other Appointing Members; except as otherwise expressly provided in this Agreement, a reference to a Member includes a reference to the Agent Member acting for and on behalf of the Appointing Members; the obligations of the Appointing Members are joint and several obligation of those Appointing Members, a right of an Appointing Member is held by each of those Appointing Members separately, and any other reference to that Appointing Member is a reference to each of the Appointing Members separately, so that (for example) a representation, warranty or undertaking is given by each of them separately; all acts and omissions of the Agent Member under or in connection with this Agreement are taken to be acts and omissions of all the Appointing Members;

Agent Members. 2.12(e)(v) beneficial owner.........................................................3.09(a) cash.....................................................................3.08(b) Change in Control........................................................3.09(a) Change in Control Offer..................................................3.09(a) Change in Control Purchase Date..........................................3.09(a) Change in Control Purchase Notice........................................3.09(c) Change in Control Purchase Price.........................................3.09(a) Closing Price...........................................................10.06(f) Company Control Change Notice............................................3.09(b) Company Notice...........................................................3.08(c) 5