Certificated Units Sample Clauses

Certificated Units. With respect to any Certificated Units (other than (x) Units located outside of the United States of America or any state or territory thereof and (y) Units that are the subject of a Stand-Alone Customer Capital Lease) (i) owned by a US Loan Party as of the Closing Date, such US Loan Party shall take, or cause to be taken, all action as is necessary so that within one-hundred-twenty (120) days (or such longer period as Agent may agree in its sole discretion) after the Closing Date, the security interest and Lien of Agent therein and thereon is noted on the Certificate of Title issued with respect to such Certificated Unit and (ii) at any time acquired by any US Loan Party after the Closing Date, such US Loan Party shall take, or cause to be taken, all action as is necessary so that within ninety (90) days (or such longer period as Agent may agree in its sole discretion) after any such acquisition of Certificated Units the security interest and Lien of Agent therein and thereon is noted on the Certificate of Title issued with respect to such Certificated Unit.

Certificated Units. All Units at any time and from time to time outstanding shall be evidenced by certificates in the form attached as Exhibit A hereto (a “Unit Certificate”) and shall bear the following legend: “These Units represent the right of the holder designated herein pursuant to the Limited Liability Agreement of Crown Cork & Seal Company, LLC, as may be amended and restated from time to time (the “LLC Agreement”) and are subject to restrictions on transfer, which restrict the transfer of Units pursuant to the terms and conditions of the LLC Agreement.”

Certificated Units. The limited liability company interests of the Company shall be designated as “Units,” and the Company shall issue certificates in the name of the Member or such other holders of limited liability company interests (“LLC Interest Certificates”). Each such LLC Interest Certificate shall be denominated in terms of the percentage of Units evidenced by such LLC Interest Certificate and shall be signed by a member of the Board of Directors on behalf of the Company. Each LLC Interest Certificate shall bear, in effect, the following legend: “Each limited liability company interest in the Company represented by this certificate evidences an interest in the Company and shall constitute a “security” within the meaning of, and governed by, (i) Article 8 of the Uniform Commercial Code (including Section 8-102(a)(15) thereof) as in effect from time to time in the State of Delaware and (ii) Article 8 of the Uniform Commercial Code of any other applicable jurisdiction that now or hereafter substantially includes the 1994 revisions to Article 8 thereof as adopted by the American Law Institute and the National Conference of Commissioners on Uniform State Laws and approved by the American Bar Association on February 14, 1995 (and each limited liability company interest in the Company shall be treated as such a “security” for all purposes, including, without limitation perfection of the security interest therein under Article 8 of each applicable Uniform Commercial Code as the Company has “opted-in” to such provisions).” This provision shall not be amended, and no such purported amendment to this provision shall be effective until all outstanding certificates have been surrendered for cancellation.

Certificated Units. Units of the Company may be certificated and, if so certificated, shall be securities within the meaning of Article 8 of the Uniform Commercial Code of the State of New York.

Certificated Units. In the event that Certificated Units are issued, such Certificated Units will bear the following legend: “THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR AN EXEMPTION FROM REGISTRATION THEREUNDER, AND COMPLIANCE WITH THE OTHER RESTRICTIONS ON TRANSFERABILITY SET FORTH IN THE COMPANY’S LIMITED LIABILITY COMPANY AGREEMENT, AS AMENDED. A COPY OF SUCH AGREEMENT MAY BE OBTAINED BY THE HOLDER HEREOF AT THE COMPANY’S PRINCIPAL PLACE OF BUSINESS WITHOUT CHARGE.”

Certificated Units. If the Board so elects, the Units shall be certificated in such form as the Board may from time to time determine. Such certificates shall be signed by both of (a) either the Chairman or a Vice Chairman, or the Chief Executive Officer or a Vice President, and (b) either the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary, and may, but need not, be sealed with the seal of the Company; provided, however, that where any such certificate is signed or countersigned by a transfer agent or registrar, the signatures of such officers of the Company may be in facsimile form. In case any officer of the Company who shall have signed, or whose facsimile signature shall have been placed on, any certificate evidencing Units shall cease for any reason to be such officer before such certificate shall have been issued or delivered by the Company, such certificate may nevertheless be issued and delivered by the Company as though the person who signed such certificate, or whose facsimile signature shall have been placed thereon, had not ceased to be such officer of the Company.

Certificated Units. (a) Subject to Section 5.16(f), within 30 days (or any longer period to which Agent agrees in writing) after a Loan Party’s acquisition of a Certificated Unit, each Borrower will, and will cause each of its Subsidiaries to, use commercially reasonable efforts to submit (i) an application to the appropriate Governmental Authority for the Agent’s Lien to be made on the Certificate of Title applicable to any such Certificated Unit, which notation, when made, will perfect, under applicable law, the Trust’s or Agent’s Lien in each such Certificated Unit, and (ii) an application to the appropriate Governmental Authority for the removal of any Lien in favor of a Person (other than the Trust or Agent) noted on the Certificate of Title for each such Certificated Unit. Upon request by Agent, Borrowers promptly shall provide Agent with evidence reasonably satisfactory to Agent that all actions described above have been taken. (b) Notwithstanding anything to the contrary in this Agreement, each Borrower will, and will cause each of its Subsidiaries to, use commercially reasonable efforts to cause Certificates of Title to be issued (to the extent such Certificates of Title will be issued, are required to be issued, or are available to be issued by the applicable Governmental Authorities) in the name of the applicable Loan Party, and the Trust’s Lien or the Agent’s Lien to be duly noted thereon (to the extent that the Governmental Authority will note the Trust’s Lien or the Agent’s Lien), for each Unit in each of the following circumstances: (a) promptly upon the request of Agent; or (b) within 45 days after Certificates of Title are required to be issued under applicable law in respect of Units located in a particular jurisdiction in order to perfect the Trust’s or Agent’s Lien therein. (c) As of the Closing Date Administrative Borrower shall, on its own behalf and on behalf of each Loan Party, segregate and maintain all Certificates of Title in respect of all Certificated Units of the Loan Parties at the office of Administrative Borrower located at 9▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇. Such Certificates of Title shall be maintained in a fireproof safe and held in such a manner as to allow Agent and/or the Trust to examine and make copies thereof or abstracts therefrom in accordance with the inspection and examination rights otherwise granted pursuant to this Agreement and the other Loan Documents. Upon (i) the value of all Certificated Units of the Lo...