Certificated Security Clause Samples

The 'Certificated Security' clause defines a security that is represented by a physical certificate, such as a stock or bond certificate, rather than being recorded solely in electronic or book-entry form. This clause typically outlines the requirements for issuing, transferring, and recognizing ownership of such certificated securities, including the need for proper endorsement and delivery of the physical certificate. Its core practical function is to establish clear procedures and legal standards for handling securities that exist in tangible form, thereby reducing disputes over ownership and ensuring compliance with applicable laws.
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Certificated Security. The term Certificated Security shall have the meaning ascribed to such term in Section 8-102(4) of the UCC (as defined below).
Certificated Security. The Series Certificate constitutes a "certificated security" within the meaning of the applicable UCC.
Certificated Security. 2 Company..................................................................................................2
Certificated Security. (i) The securities described in Section 2.1 which are certificated securities are governed by Article 8 of the Uniform Commercial Code of the jurisdiction in which each respective Pledged Entity is organized, and without the prior written consent of the Collateral Agent, the Pledgor will not cause or permit any of such securities to be or become uncertificated or to constitute a security not governed by Article 8 of the Uniform Commercial Code of the jurisdiction in which the applicable issuer is organized. (ii) The securities described in Section 2.1 which are uncertificated securities are not governed by Article 8 of the Uniform Commercial Code of the jurisdiction in which each respective Pledged Entity is organized, and without the prior written consent of the Collateral Agent, the Pledgor will not cause or permit any of such securities to be or become certificated or to constitute a security governed by Article 8 of the Uniform Commercial Code of the jurisdiction in which the applicable issuer is organized.
Certificated Security. (a) Schedule 8.6.1 sets forth all Equity Interests owned by each Obligor to the extent included in the Collateral. (b) With respect to any such Equity Interest (other than Excluded Equity Interests) that constitutes Certificated Securities, each Obligor shall deliver to Agent any and all certificates evidencing such Certificated Securities duly endorsed by an effective endorsement (within the meaning of Section 8-107 of the UCC or other Applicable Law), or accompanied by share transfer powers or other instruments of transfer duly endorsed by such an effective endorsement, in each case, to Agent or in blank. (c) With respect to any such Equity Interests (other than Excluded Equity Interests) that is uncertificated, each Obligor shall deliver to Agent any and all control agreements and other documents requested by Agent in order to have control over and to perfect Agent’s Lien on such Equity Interest. (d) Each Obligor shall promptly notify Agent of any change to Schedule 8.6.1 and, with the consent of Agent which shall not be unreasonably withheld, will amend Schedule 8.6.1 to reflect same, which consent shall not be required if the Schedule is being amended to reflect the consummation of a Permitted Acquisition.
Certificated Security. The Collateral Certificate constitutes a “certificated security” within the meaning of the applicable UCC.
Certificated Security. 3 Clearstream.........................................................3 Commission..........................................................3 Company.............................................................3
Certificated Security. Schedule 8.6.1 sets forth all Equity Interests owned by each Obligor to the extent included in the Collateral on the RestatementSecond Amendment Effective Date.